Offer for GB Railways - Closing of the Offer

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

                                                                2 December 2003

                                FirstGroup plc                                 

               Recommended cash offer made by Cazenove & Co. Ltd               
                  on behalf of FirstGroup plc ('FirstGroup')                   
                   for GB Railways Group Plc ('GB Railways')                   

                             Closing of the Offer                              

The board of FirstGroup announced on 5 November 2003 that valid acceptances of
the Offer had been received in respect of more than 90 per cent. of the GB
Railways Shares to which the Offer relates and, accordingly, that FirstGroup
was posting statutory notices pursuant to section 429(4) of the Companies Act
to those GB Railways Shareholders who had not yet validly accepted the Offer.
The compulsory acquisition procedure is expected to be completed on, or shortly
after, 17 December 2003.

FirstGroup now announces that the Offer will remain open for acceptance until
3.00pm on 16 December 2003 whereupon the Offer will be closed.

GB Railways Shareholders who have not already done so are urged to accept the
Offer prior to 16 December 2003 rather than wait for their GB Railways Shares
to be compulsorily acquired by FirstGroup.

Enquiries

FirstGroup plc 020 7291 0504

Michael Mitchell

Cazenove & Co. Ltd 020 7588 2828

Malcolm Moir

In this announcement, 'Offer' means the recommended cash offer made by Cazenove
& Co. Ltd on behalf of FirstGroup for GB Railways the full terms of which were
set out in an offer document dated 16 July 2003 (the 'Offer Document'). Unless
the context otherwise requires, defined terms used in this announcement shall
have the same meaning given to them in the Offer Document.

Cazenove, which is regulated in the United Kingdom by the Financial Services
Authority, is acting for FirstGroup and for no one else in connection with the
Offer and will not be responsible to anyone other than FirstGroup for providing
the protections afforded to clients of Cazenove nor for providing advice in
relation to the Offer or any matter referred to herein or in the Offer
Document.

Unless FirstGroup otherwise determines, 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, facsimile
transmission, telex, telephone or e-mail) of interstate or foreign commerce of,
or by any facilities of a national securities exchange of, the United States,
Canada, Australia or Japan and cannot be accepted by any such use, means,
instrumentality or facility or from within the United States, Canada, Australia
or Japan. Accordingly, copies of this document are not being and must not be
mailed or otherwise distributed or sent in or into the United States, Canada,
Australia or Japan.

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