Tender Offer

11 August 2008

Fidelity Asian Values PLC (the "Company")

Tender Offer, Reduction of Capital and Adoption of New Articles of Association

The Company has today published a circular (the "Circular") in respect of a
tender offer (the "Tender Offer") for up to 40 per cent. of the Company's
issued share capital. The Circular also contains details of a proposed
reduction of capital in order to ensure that the Company has sufficient
distributable reserves to continue to implement Share buy-backs after the
Tender Offer is implemented and details of proposed changes to the Company's
articles of association following the introduction of the Companies Act 2006.

The Circular sets out the background to and reasons for the Tender Offer and
why the Board of the Company believes these measures to be in the best
interests of Shareholders as a whole. Terms used in this announcement shall
have the same meaning as in the Circular.

Introduction

On 14 July 2008, the Company announced a proposed Tender Offer for up to 40 per
cent. of the Company's issued share capital. The Tender Offer is available to
Shareholders (other than certain Overseas Persons) on the Register on the
Record Date which is 5.00 p.m. on 11 July 2008. Shareholders may decide whether
they want to tender any of their shares in the Tender Offer.

The authority to effect the Tender Offer, the Reduction of Capital and the
adoption of the New Articles is being sought at an Extraordinary General
Meeting to be held at the offices of JPMorgan Cazenove Limited, 20 Moorgate,
London EC2R 6DA on 5 September at 11.00 a.m.


The Board unanimously recommends Shareholders to vote in favour of the
resolutions to be proposed at the Extraordinary General Meeting, as the
Directors intend to do in respect of their own beneficial holdings totalling
22,800 Shares (representing 0.02 per cent. of the Company's issued share
capital as at the Record Date).

The Directors make no recommendation to Shareholders or Scheme Participants as
to whether to tender their Shares in the Tender Offer. Whether or not
Shareholders or Scheme Participants decide to tender their Shares will depend,
among other things, on their view of the Company's prospects and their own
individual circumstances, including their tax position. The Directors will not
be tendering any of their Shares in the Tender Offer.

Background

Following discussions with a number of the Company's largest Shareholders and a
survey of Scheme Participants it has become clear to the Board that, whilst
there is strong support for the Company, some Shareholders would welcome an
opportunity to realise their holdings. To avoid the potentially destabilising
effect on the share price of Shareholders wishing to sell, the Board is putting
forward proposals for a tender offer to be made by JPMorgan Cazenove for up to
40 per cent. of the Company's issued share capital as at the Record Date.

Investment Strategy and Outlook

The Company invests in the stock markets of the major Asian economies,
including Hong Kong, Taiwan, Korea and Singapore, as well as the less developed
markets of Malaysia, Thailand and Indonesia but excluding Japan. China, which
has been driving much of the region's increased economic activity, is also
represented in the portfolio.

Over the five years to 31 July 2008 the Company has delivered, in sterling
terms, a Net Asset Value total return of 109.7 per cent., which compares with a
total return of 99.6 per cent. from MSCI All Countries (Combined) Far East Free
(Ex-Japan) Index, being the Company's benchmark. (Source: Manager)


The Asia Pacific region has so far held up well in the face of slowing growth
in advanced economies and increased stress in financial markets. The challenge
will be to balance mounting inflation on the one hand and a weakening global
economic outlook on the other. Elevated oil and commodity prices are likely to
put pressure on domestic consumption and corporate profitability in the region
as well as impair the trade balance of countries with significant oil imports.
Nevertheless, favourable policy conditions and productivity growth associated
with the region's modernisation and structural transformation should continue
to sustain strong growth. The countries of the Asia Pacific ex-Japan region may
outperform their global counterparts because of relatively strong corporate
balance sheets and domestic economic fundamentals. In addition, Asia's limited
direct exposure to sub-prime assets and gradually declining dependence on the
US for demand bode well for the region. Although the diminishing wealth effect
induced by the stock market correction has led to concern over consumption,
buying opportunities are emerging as valuations are becoming more attractive.

Tender Offer

The Tender Offer is being structured so as to provide an uplift in Net Asset
Value for Shareholders wishing to remain invested in the Company, whilst
providing an exit for those who wish to realise their investment. The price per
Share at which Shares will be acquired by JPMorgan Cazenove under the Tender
Offer will be determined by reference to the sale proceeds of a relevant
proportion of the Company's investment portfolio (the Realisation Pool) after
adjusting for an exit charge of 3 per cent. of Net Asset Value per Share
(calculated as at 5.00 p.m. on the date of the Extraordinary General Meeting)
and after deducting the costs of realising the investments in the Realisation
Pool and converting the proceeds into sterling and the costs and expenses
related to the Tender Offer, including break costs incurred in prepaying and
cancelling a portion of the amounts outstanding under the Company's facility
with Lloyds TSB Bank plc. These costs and the exit charge will be borne solely
by exiting Shareholders.

The estimated costs and expenses related to the Tender Offer, excluding stamp
duty, commission and break costs incurred in prepaying and cancelling a portion
of the Lloyds Outstanding Amount but including VAT, are approximately £530,000.

Assuming the maximum number of Shares are acquired under the Tender Offer, it
is expected that the purchase of Shares under the Tender Offer will give rise
to a Net Asset Value uplift of approximately 2 per cent. for Shareholders who
continue with their investment in the Company.

For illustrative purposes, had the Tender Price been calculated as at 5.00 p.m.
on 6 August 2008 on the basis of the Net Asset Value per Share of 134.01 pence
on 6 August 2008, the Tender Price would have been approximately 125.75 pence
per Share (including a provision for the costs of realising assets in the
Realisation Pool of 1.5 per cent.). In this example, the Tender Price would
reflect a discount of 6.16 per cent. to the Net Asset Value per Share as at 6
August 2008.

In making the Tender Offer, JPMorgan Cazenove will purchase the Shares by means
of an on-market purchase and sell them on to the Company pursuant to a separate
Repurchase Agreement. Under the Tender Offer, Shareholders (other than certain
Overseas Persons) will be able to tender up to their Basic Entitlement, being
40 per cent. of the Shares registered in their name in the Register on the
Record Date or on the Tender Reference Date, whichever is less, in either case
rounded down to the nearest whole number of Shares. Shareholders will also be
able to tender additional Shares which will be satisfied to the extent that
other Shareholders tender less than their Basic Entitlement pro rata in
proportion to the amount they have tendered in excess of their Basic
Entitlement. The Board has set the maximum number of Shares available for
purchase by JPMorgan Cazenove under the Tender Offer at a level which should
result in the Company remaining at a viable size.

All Shares acquired by the Company from JPMorgan Cazenove under the Repurchase
Agreement will be cancelled. The repurchase of Shares by the Company under the
Repurchase Agreement will be funded by the sale of investments in the
Realisation Pool and from the Company's cash resources transferred to the
Realisation Pool.

The Record Date for participation in the Tender Offer is 5.00 p.m. on 11 July
2008. The Tender Reference Date is 5.00 p.m. on 3 September 2008. The Tender
Offer may lapse or be terminated in certain circumstances as set out in
paragraphs 2 and 8 of Part IV of the Circular.

Shareholders' and Scheme Participants' attention is drawn to the letter from
JPMorgan Cazenove in Part III of the Circular and to Part IV of the Circular
which, together with the Tender Form (in relation to Shareholders holding
Shares in certificated form only), constitute the terms and conditions of the
Tender Offer.

Details of how Shareholders may tender Shares can be found in paragraph 4 of
Part IV of the Circular and on the Tender Form (in relation to Shareholders
holding Shares in certificated form only). Details of how Scheme Participants
can give instructions to tender Shares held in the Fidelity Saving Schemes are
set out on the applicable Scheme Tender Form.

Share Buy-Backs

At the Annual General Meeting of the Company held on 7 December 2007,
Shareholders granted the Company authority to make market purchases of up to
15,463,264 Shares, which represented 14.99 per cent. of the then issued share
capital. Authorising the Tender Offer will not affect this authority and no
part of this authority will be used to implement the Tender Offer.

Immediately following the Tender Offer, assuming that the maximum number of
Shares will be cancelled pursuant to the Tender Offer, there will be
approximately 61,894,320 Shares in issue, provided that no further Shares are
acquired in the meantime by the Company.

Reduction of Capital

The Board is seeking Shareholder approval to cancel the Company's share premium
account and capital redemption reserve including the capital redemption reserve
arising on implementation of the Tender Offer in order to ensure that the
Company has sufficient distributable reserves to continue to implement Share
buy-backs. Assuming that the special resolution approving the Reduction of
Capital is passed at the Extraordinary General Meeting, the Company will apply
to the Court shortly after the Tender Offer is implemented to confirm the
Reduction of Capital, thereby creating a reserve, which, subject to compliance
with any Court undertaking (or form of creditor protection), may be treated as
capital profits for making market purchases of Shares.

It is not currently envisaged that the creation of the new reserve will affect
the Company's dividend or accounting policies. The Reduction of Capital will
take effect only on an office copy of the Court order being duly registered by
the Registrar of Companies in England and Wales which is expected to take place
by close of business on 16 October 2008.

Changes to Articles of Association

At the Extraordinary General Meeting, the Company is proposing to adopt new
articles of association of the Company in substitution for its current articles
of association. The New Articles reflect changes in company legislation since
the date of adoption of the Current Articles which have come into force or will
come into force in the near future, including changes under the Companies Act
2006.

The City Code on Takeovers and Mergers

Shareholders should be aware of the potential implications of the Tender Offer
in relation to the City Code. Shareholders' attention is drawn to the paragraph
entitled "The City Code on Takeovers and Mergers" in Part III of the Circular.

Overseas Persons

The making of the Tender Offer to persons outside the United Kingdom, the
Channel Islands and the Isle of Man may be prohibited or affected by the
relevant laws of the overseas jurisdiction. Shareholders and Scheme
Participants with registered or mailing addresses outside the United Kingdom,
the Channel Islands or the Isle of Man or who are citizens or nationals of, or
resident in, a jurisdiction other than the


United Kingdom, the Channel Islands or the Isle of Man should read paragraph 10
of Part IV of the Circular. It is the responsibility of all Overseas Persons to
satisfy themselves as to the observance of any legal requirements in their
jurisdiction, including, without limitation, any relevant requirements in
relation to the ability of such persons to tender their Shares. The Tender
Offer is not being made, directly, or indirectly, in or into the United States,
Canada, Australia or Japan and any jurisdiction outside the United Kingdom, the
Channel Islands or the Isle of Man in which it would be illegal to make the
Tender Offer on the basis set out in the Circular.

Taxation

Comments on certain aspects of the general UK tax treatment of the Tender Offer
are set out in Part VI of the Circular, to which Shareholders and Scheme
Participants are referred.

Shareholders and Scheme Participants who are in any doubt as to their tax
position or who are subject to tax in a jurisdiction other than the United
Kingdom should consult an appropriate independent professional adviser.

Extraordinary General Meeting

The Tender Offer is subject to Shareholder approval. A notice convening an
extraordinary general meeting of the Company, which is to be held at 11.00 a.m.
on 5 September 2008 at 20 Moorgate, London EC2R 6DA, is set out at the end of
the Circular. At this meeting, special resolutions will be proposed to sanction
the Tender Offer, approve the Reduction of Capital and adopt the New Articles.

Irrevocable Commitment

The Company has received an irrevocable commitment from Carrousel Capital
Limited, which owns or controls Shares representing 26.28 per cent. of the
Company's issued share capital as at 11 July 2008, to vote in favour of all the
resolutions to be proposed at the Extraordinary General Meeting including
implementation of the Tender Offer, and to submit a valid tender in respect of
their entire holding under the Tender Offer.

Expected Timetable

All references are to London time.

Record Date for Tender Offer           5.00pm on 11 July                     
                                                                             
Latest time and date for receipt of    11.00am on 1 September                
Voting Direction Forms from Scheme                                           
Participants for the Extraordinary                                           
General Meeting                                                              
                                                                             
Latest time and date for receipt of    3.00pm on 1 September                 
Scheme Tender Forms from Scheme                                              
Participants                                                                 
                                                                             
Latest time and date for receipt of    11.00am on 3 September                
Forms of Proxy for the Extraordinary                                         
General Meeting                                                              
                                                                             
Latest time and date for receipt of    3.00pm on 3 September                 
Tender Forms                                                                 
                                                                             
Latest time and date for receipt of    3.00pm on 3 September                 
TTE instructions from Shareholders                                           
                                                                             
Tender Reference Date                  5.00pm on 3 September                 
                                                                             
Extraordinary General Meeting          11.00am on 5 September                
                                                                             
Calculation Date for Realisation NAV   5.00pm on 5 September                 
and creation of Realisation Pool                                             
                                                                             
Tender Price calculated                5.00pm on 11 September                
                                                                             
Tender Price announced                 by close of business on 12 September  
                                                                             
Settlement of proceeds through CREST   12 September                          
for the Tender Offer                                                         
                                                                             
Despatch of cheques in respect of the  by 16 September                       
Tender Offer                                                                 

Enquiries

Graham Symonds

FIL Investments International, Company Secretary 01737 837345

Anne Read

Fidelity International, Corporate Communications 020 7961 4409

Angus Gordon Lennox 020 7588 2828

Managing Director, JPMorgan Cazenove Limited