RNS Number:3155R
Aberdeen Asset Management PLC
24 October 2003

                              For immediate release

                                24 October 2003


This announcement is not for release, publication or distribution in or into or
from the United States, Canada, Australia, New Zealand or Japan.

                Recommended Offer by Ernst & Young LLP on behalf of

                         Aberdeen Asset Management PLC

                     for Edinburgh Fund Managers Group plc

           Offer declared wholly unconditional (save as to Admission)



Aberdeen Asset Management PLC ("Aberdeen") refers to the announcement made on 5
September 2003 of an offer (the "Offer") by Ernst & Young LLP on behalf of
Aberdeen for the whole of the issued and to be issued ordinary share capital of
Edinburgh Fund Managers Group plc ("Edinburgh").

The board of Aberdeen is pleased to announce that, following the satisfaction or
waiver of all conditions to the Offer (save as to Admission), the Offer is now
declared unconditional in all respects (subject only to Admission which is
expected to take place on 27 October 2003). The Offer will remain open for
acceptance until further notice. Forms of Acceptance not yet returned should be
completed and returned in accordance with the instructions in the Offer Document
and on the Form of Acceptance so as to be received as soon as possible.

As at 3.00 p.m. on 24 October 2003, valid acceptances of the Offer had been
received in respect of, in aggregate, 26,029,611 Edinburgh Shares representing
approximately 91.26 per cent. of the total issued share capital of Edinburgh.

Prior to the announcement of the Offer, Aberdeen had received irrevocable
undertakings to accept the Offer in respect of a total of 12,715,027 Edinburgh
Shares, representing approximately 44.6 per cent. of the total issued share
capital of Edinburgh and a statement of intent to accept the Offer in respect of
a total of 1,437,470 Edinburgh Shares, representing approximately 5.0 per cent
of the total issued share capital of Edinburgh.  Valid acceptances have been
received in respect of all the shares subject to these undertakings and
statement of intent and are included in the total for valid acceptances set out
above.

Prior to the commencement of the offer period, clients managed by the Aberdeen
Group held, in aggregate, a further 1,034,418 Edinburgh Shares, representing
approximately 3.6 per cent. in aggregate of  the total issued share capital of
Edinburgh.  Other than the foregoing, no persons acting in concert with Aberdeen
owned or controlled any Edinburgh Shares at the commencement of the offer
period, nor have such persons or Aberdeen acquired or agreed to acquire any
Edinburgh Shares during the offer period.

Settlement in respect of valid acceptances received not later than the close of
business on 24 October 2003 will be made in accordance with the terms of the
Offer on or before 7 November 2003. While the Offer remains open for acceptance,
settlement in respect of further acceptances which are complete in all respects
will be made within 14 days of the date of receipt.

The board of Aberdeen confirms its intentions, following Admission, to exercise
its rights under the provisions of sections 428 to 430F of the Act to acquire
compulsorily, as soon as it is able to do so, any remaining Edinburgh Shares to
which the Offer relates.

Aberdeen shall also procure that Edinburgh will apply for cancellation of the
listing of the Edinburgh Shares on the Official List of the UKLA and for
cancellation of trading in Edinburgh Shares on the London Stock Exchange's
market for listed securities, and that Edinburgh will propose a resolution to
re-register as a private limited company under and subject to the relevant
provisions of the Act. It is anticipated such cancellations will take effect no
earlier than twenty business days after the date hereof.

Save where the context otherwise requires, terms defined in the Offer Document
and in the Circular and Listing Particulars dated 3 October 2003 have the same
respective meanings in this announcement.


Enquiries:

Aberdeen                   Martin Gilbert               Tel: 020 7463 6000



Ernst & Young              Howard Myles                 Tel: 020 7951 2000
                           John Stephan




Gavin Anderson             Neil Bennett                 Tel: 020 7554 1454
                           Mark Lunn









Ernst & Young LLP has approved the contents of this announcement solely for the
purposes of section 21 of the Financial Services and Markets Act 2000. This
announcement does not constitute an offer or an invitation to purchase any
securities.  Any such offer will only be made pursuant to the Offer Document and
the Form of Acceptance.



The Offer is not being made, directly or indirectly, in or into, or by the use
of the mails of, or by any means or instrumentality (including, without
limitation, the post, electronic mail or any electronic publication or
advertisement, facsimile transmission, telex and telephone) of interstate or
foreign commerce of, or any facility of a national securities exchange of, the
United States, nor is it being made in Canada, Australia, New Zealand or Japan
and the Offer will not be capable of acceptance by any such use, means,
instrumentality or facilities, or from within the United States, Canada,
Australia, New Zealand or Japan.  Accordingly, neither this announcement nor the
Offer Document nor the Form of Acceptance (or any related offering
documentation) is being, or may be, mailed or otherwise forwarded, distributed
or sent in or into or from the United States, Canada, Australia, New Zealand or
Japan for the purposes of the Offer and persons receiving this announcement, the
Offer Document or the Form of Acceptance (or any related offering documentation)
including custodians, nominees and trustees, must not mail or otherwise forward,
distribute or send them in or into or from the United States, Canada, Australia,
New Zealand or Japan for the purposes of the Offer as doing so may render
invalid any purported acceptance of the Offer.



The full terms and conditions of the Offer (including details of how the Offer
may be accepted) are set out in the Offer Document and the Form of Acceptance
accompanying the Offer Document. Edinburgh Shareholders who accept the Offer may
only rely on the Offer Document and the Form of Acceptance setting out the full
terms and conditions of the Offer and the related Listing Particulars.  In
deciding whether or not to accept the Offer in respect of their Edinburgh
Shares, Edinburgh Shareholders should rely on the information contained, and
procedures described, in the Offer Document and the Form of Acceptance and the
information contained in the Listing Particulars.



Ernst & Young LLP, which is regulated in the United Kingdom by the Financial
Services Authority, is acting exclusively for Aberdeen and no one else in
connection with the Offer and will not be responsible to anyone other than
Aberdeen for providing the protections afforded to clients of Ernst & Young LLP
nor for providing advice in relation to the Offer, the contents of this
announcement, the Offer Document, the Form of Acceptance or any related offering
documentation or any transaction or arrangement referred to therein.




                      This information is provided by RNS
            The company news service from the London Stock Exchange
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