Statement re Offer for GB Railways Group Plc

20 October 2004

                                FIRSTGROUP PLC                                 

                 STATEMENT RE: OFFER FOR GB RAILWAYS GROUP PLC                 

FirstGroup plc ('FirstGroup') refers former shareholders in GB Railways Group
Plc ('GB') to the statement issued on 19th October 2004 by the Strategic Rail
Authority ('SRA') that it has entered into a franchise agreement with
Serco-NedRailways in respect of the Northern Rail Franchise.

Under the terms of FirstGroup's offer for GB, an additional 50p per GB share
would become payable if a member of the FirstGroup group of companies entered
into a franchise agreement with the SRA in respect of the Northern Rail
Franchise. As the SRA and Serco-NedRailways have now entered into a franchise
agreement, the entitlement of GB shareholders to a potential additional success
payment of 50p per GB share, which would have been payable had FirstGroup's bid
for that franchise been successful, has therefore lapsed and no further amounts
will be paid.

The above is a summary only of the conditions regarding the deferred
consideration which might, in certain circumstances, have become payable by
FirstGroup plc to GB shareholders. Full details of the circumstances in which
such deferred consideration would become payable are set out in Part C of
Appendix 1 contained in the offer document sent to GB shareholders in
connection with that offer and in the event of any conflict, the terms
contained in that offer document and not this summary will apply.

Contacts:

Lloyds TSB Registrars: 0870 600 0673