Offer Update

Offer Update 

    LONDON--(BUSINESS WIRE)--Jan. 23, 2003--

             Recommended Offer for T&S Stores Plc ('T&S')
                 Compulsory acquisition of T&S Shares

Not for release, publication or distribution in or into the United
States, Canada, Australia or Japan

On 6 January 2003 the board of Tesco announced that the Offer had
become unconditional in all respects and that as at 3.00 p.m. on 3
January 2003 Tesco had received valid acceptances under the Offer in
respect of 68,934,942 T&S Shares representing 85.4 per cent. of the
issued ordinary share capital of T&S.

As at 3.00 p.m. on 22 January 2003, Tesco has received valid
acceptances in respect of 80,059,699 T&S Shares, representing
approximately 99 per cent. of the issued share capital of T&S.
Accordingly, having received valid acceptances of the Offer in respect
of over 90 per cent. in value of the T&S Shares to which the Offer
relates, Tesco intends to give notice to those T&S Shareholders who
have not accepted the Offer informing them that it will compulsorily
acquire their T&S Shares by applying sections 428 to 430F of the
Companies Act 1985.

In the meantime the Offer remains open for acceptances and T&S
Shareholders who wish to accept the Offer, and who have not done so,
should complete the Form of Acceptance enclosed with the Offer
document and return it as soon as possible. The consideration due
under the Offer and the share certificates will be dispatched to
accepting T&S Shareholders within 14 days of receipt of acceptances of
the Offer, which are complete in all respects.

These acceptances include acceptances from T&S Directors and from
David Lockett-Smith (co-founder of T&S) and his wife pursuant to
irrevocable undertakings amounting in aggregate to 3,534,470 T&S
Shares, representing approximately 4.4 per cent. of T&S' existing
issued share capital.

Immediately prior to the commencement of the Offer Period on 30
October 2002, neither Tesco nor any persons deemed to be acting in
concert with Tesco owned or had rights over T&S Shares. Neither Tesco
nor any person deemed to be acting in concert with Tesco has acquired
or agreed to acquire any T&S Shares or rights over such shares during
the Offer Period.

Terms defined in the Offer document dated 15 November 2002 have the
same meaning in this announcement.

Enquiries:

Tesco                                      
Lucy Neville-Rolfe      [phone]
Steven N. Butler        [phone]

Greenhill (Financial adviser to Tesco)     
Simon A. Borrows        [phone]
David Wyles             [phone]

*T

Greenhill & Co. International LLP ('Greenhill'), which is regulated in
the United Kingdom by the Financial Services Authority, is acting for
Tesco and no one else in connection with the Offer and will not be
responsible to anyone other than Tesco for providing the protections
afforded to customers of Greenhill or for giving advice in relation to
the Offer.

The availability of the Offer to persons outside the United Kingdom
may be affected by the laws of other jurisdictions. Such persons
should inform themselves about and observe any applicable requirements
of those jurisdictions.

The Offer is not being and will not be made, directly or indirectly,
in or into, or by use of the mails of, or by any means or
instrumentality (including, without limitation, telephone, facsimile,
telex, internet or other forms of electronic communication) of
interstate or foreign commerce of, or any facility of a national
securities exchange of, the United States, Canada, Australia or Japan
and the Offer will not be capable of acceptance by any such use,
means, instrumentality or facility or from within these jurisdictions.
Accordingly, copies of this announcement, the Offer document and any
related document are not being, and must not be, mailed, transmitted
or otherwise forwarded, distributed or sent, in whole or in part, in,
into or from, the United States, Canada, Australia or Japan.

Securities may not be offered or sold in the United States absent
registration or an exemption from registration under the U.S.
Securities Act of 1933, as amended (the 'Securities Act'). The new
shares to be issued in connection with the Offer have not been, nor
will they be, registered under the Securities Act, or under the
securities laws of any state of the United States and, accordingly,
may not be offered or sold within the United States.

This announcement does not constitute an offer to sell or the
solicitation of an offer to buy securities in the United States,
Canada, Australia or Japan or in any other jurisdiction in which such
an offer or solicitation would be unlawful.

   Short Name: Tesco PLC
   Category Code: OUP
   Sequence Number: 00001666
   Time of Receipt (offset from UTC): 20030122T191616+0000