CNN Caledonian Trust Plc

RNS No 4039n
CALEDONIAN TRUST PLC
15th October 1998

                           ANNOUNCEMENT
                               by
                         ORR MACQUEEN W.S.
                           on behalf of
                         LEAFREALM LIMITED
                                re
                        CALEDONIAN TRUST PLC

On 24th September 1998 Leafrealm Limited, company number 067434, having
its registered office at 27 Hill Street Lane North, Edinburgh, EH2 3LQ
("Leafrealm"), made an offer for Caledonian Trust PLC, company number 1040126,
having its registered office at St. Ann's Wharf, 112 Quayside, Newcastle on
Tyne, NE99 1SB ("Caledonian").

The offer was for the whole of the share capital including shares allotted or to
be allotted in the course of the Offer period (other than the 5,191,975
Ordinary Shares of 20p each owned or controlled by Mr I.D. Lowe) and the whole
of the 12%/10% Convertible Unsecured Loan Notes 1994/1999 ("CULS") (other
than the 1,106,000 CULS owned or controlled by Mr I.D. Lowe) in Caledonian at
the price of 27.5p for each Ordinary share in Caledonian and 40.146p for each
#1 nominal of CULS.

Ordinary Shares and CULS were to be acquired under the Offer free from all
liens, equities, charges, encumbrances and other interests and together with all
rights attaching thereto including the right to receive and retain all
dividends, interest and other distributions if any declared made or paid or
due to be paid after the date of the Offer.

The Offer was subject to valid acceptances being received in respect of such
number of Ordinary Shares which, together with shares acquired or agreed to be
acquired before or during the Offer would result in Leafrealm having acquired or
agreed to acquire (either pursuant to the Offer or otherwise) Ordinary Shares
then in issue carrying in aggregate more than 50% of the voting rights normally
exercisable at a general meeting of the company.

The foregoing condition having been satisfied the Offer has been declared
unconditional as to acceptances.  The Offer will remain open for acceptance
until 3pm on 29th October 1998.

The total number of Ordinary Shares and/or CULS and rights over Ordinary Shares
and/or CULS (as nearly as practicable):

(a)     for which acceptances of the Offer have been received are;

(i)     In respect of Ordinary Shares:-

                                No. of     Ordinary      Percentage
        Category             Acceptances    Shares      of Relevant
                                                           Class 
1. Valid in all respects          14       3,657,214       29.76 
2. Valid without cover             3             740       0.006
3. Technically out of order
   or cannot be identified        NIL          NIL          NIL
4. Rights of Ordinary Shares
   for which acceptances received NIL          NIL          NIL

(ii)In respect of CULS:-

                                No. of                   Percentage
        Category              Acceptances      CULS      of Relevant
                                                           Class
1. Valid in all respects          NIL           NIL         NIL
2. Valid without cover            NIL           NIL         NIL
3. Technically out of order or
   cannot be identified           NIL           NIL         NIL
4. Rights over CULS for which
   acceptances received           NIL           NIL         NIL  

(b) held before the Offer period;

(i) Total number of Ordinary Shares and/or CULS and the percentage of
    relevant class of capital represented by that is as follows;

Holdings in Caledonian owned by Leafrealm or those in concert with Leafrealm
or those controlled by any person in concert with Leafrealm

Name                           Ordinary Shares               CULS

Leafrealm*                     24,500 (0.01%)            1,100,000 (42.0%)
I.D. Lowe                   5,139,447 (41.8%)                6,000 (0.01%)
S. N. Lowe                      5,500 (0.01%)               10,000 (0.01%)
Yewbrem Limited                28,028 (0.01%)                 - (0%)

(ii) Rights over Ordinary Shares and/or CULS-

     I.D. Lowe has at today's date an option to purchase 60,000 Ordinary
     Shares of 20p each in Caledonian at 60p and 200,000 Ordinary Shares
     of 20p each in Caledonian at 67.5p.

     Percentage of relevant class of capital represented by that - 0.02%

(c) acquired or agreed to he acquired during the Offer period;

(i) Total number of Ordinary Shares and/or CULS - None

    Percentage of relevant class of share capital represented by that - 0%


(ii)  Right over shares - None

    Percentage of relevant class of share capital represented by that-0%

No Ordinary Shares or CULS have been acquired or agreed to be acquired by or 
persons acting in concert with Leafrealm or those controlled by any person
acting in concert with Leafrealm.

The directors of Leafrealm are Mr I.D. Lowe and Mrs S.N. Lowe.

The issue of this Announcement has been approved by the directors of Leafrealm 
whose names are as set out above. The directors of Leafrealm accept
responsibility for the information contained in this Announcement save that the
only responsibility accepted by them in respect of the information in this
Announcement relating to Caledonian which has been compiled from public source
has been to ensure that such information has been correctly and fairly
reproduced and presented. Subject as aforesaid, to the best of the knowledge
and belief of the directors of Leafrealm (who have takes all reasonable care to
ensure that such is the case) the information contained herein is in accordance
with the facts and does omit anything likely to affect the import of such
information.

Orr MacQueen W.S. 36 Heriot Row, Edinburgh EH3 6ES who are regulated by
the Law Society of Scotland are acting for Leafrealm in connection with the
0ffer.


* under the control of Mr I.D. Lowe


END

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