Director/PDMR Shareholding

4th November 2005

                   Totally plc ('Totally' or 'the Company')                    

                               Issue of warrants                               

Totally Plc, the publishing and communications group which targets Jewish
communities worldwide recently announced the launch of its new global dating
portal, www.totallyjewishdating.com in a market estimated to be worth $25
million per annum. To support and expedite the development of this new
business, the Company has extended its credit facility with Bank Hapoalim by a
further £150,000. Dr Michael Sinclair and Grand Rabbi Y A Korff of Boston ('The
Rebbe') and a third party shareholder, Leo Noé (together 'the guarantors') have
given personal guarantees to the bank, in support of this extended facility,

In addition, Steven Burns and another member of the senior management team
continue the deferral of certain 2003 salary payments totalling £44,000 in
aggregate.

Daniel Assor, Shimon Cohen and Robin Morgan ('the Independent Directors') have
agreed, in recognition of the aforementioned personal guarantees provided by
the Guarantors and the salary deferrals, to grant 7,000,000 warrants, to
subscribe for ordinary shares of 1 pence each in the capital of the Company at
a subscription price of 2p pence per share, exerciseable at any time up to 4th
November, 2012 (the 'Warrants'), to be granted to certain of the Directors in
the amounts set out in the table below:

Proposed Warrant Holder                                      Number of Warrants
                                                                               
Dr Michael Sinclair                                                   2,000,000
                                                                               
The Rebbe                                                             2,000,000
                                                                               
Leo Noé                                                               2,000,000
                                                                               
Steven Burns                                                            500,000

The Independent Directors consider, having consulted with the Company's
Nominated Adviser, John East & Partners Limited, that the terms of the
transaction are fair and reasonable insofar as the shareholders of Totally are
concerned.

Enquiries:                                                                     
                                                                               
Totally plc                                                                    
                                                                               
Daniel Assor                                                 Tel: [phone]