Over 90% Acceptances Achieved by Waco

AAF Industries PLC
19 November 1999

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

                     RECOMMENDED UNCONDITIONAL CASH OFFER                     
                          BY KPMG CORPORATE FINANCE                           
                   ON BEHALF OF WACO INTERNATIONAL LIMITED                    
                       FOR THE ISSUED SHARE CAPITAL OF                        
                   AAF INDUSTRIES PLC NOT ALREADY OWNED BY                    
               WACO INTERNATIONAL LIMITED AND ITS SUBSIDIARIES  
              
                    OVER 90 PER CENT. ACCEPTANCES ACHIEVED     
               
Waco International Limited ('Waco') announces that, as at 3pm on 18 November
1999, it now owns, or has received valid acceptances in respect of, in
aggregate, 8,914,436 AAF Industries plc ('AAF') Shares, representing
approximately 38.61 per cent. of the issued share capital of AAF, pursuant to
its revised recommended unconditional cash offer ('Revised Offer') for the
issued share capital of AAF not already owned by the Waco Group as set out in
its Offer Document dated 24 September 1999 ('Offer Document') and in its
Revised Offer Document dated 5 November 1999 ('Revised Offer Document').

Prior to the commencement of the recommended unconditional cash offer on 24
September 1999 the Waco Group, including all persons acting in concert with
Waco, owned 13,625,229 AAF Shares, representing 59.02 per cent. of the issued
share capital of AAF.  Accordingly the Waco Group now owns and has received
valid acceptances of the Revised Offer in respect of a total of 22,539,665 AAF
Shares, representing approximately 97.63 per cent. of the issued share capital
of AAF.

Waco has now received valid acceptances of the Revised Offer in respect of
more than 90 per cent. of the AAF shares to which the Revised Offer relates. 
Waco now intends to apply the provisions of Sections 428 to 430F of the
Companies Act 1985 to acquire compulsorily any outstanding AAF Shares.  As
stated in the Offer Document, appropriate proposals will now be made to
persons with entitlements under the AAF Restricted Share Plan.

The Revised Offer will remain open for acceptance until 3 December 1999, when
AAF has applied for cancellation of its listing on the Official List to be
effected.  

Words and expressions defined in the Offer Document and the Revised Offer
Document shall, unless the context otherwise requires, have the same meanings
when used in this announcement.

Enquiries:

Waco International Limited     00271 1883 4119
Mike Smithyman
Mark Towler

KPMG Corporate Finance         0171 311 1000
David Simpson
Marc Cramsie

AAF Industries plc             01964 542131
Andrew Walker


KPMG Corporate Finance, a division of KPMG which is authorised by the
Institute of Chartered Accountants in England and Wales to carry on investment
business, is acting for Waco and no one else in connection with the Offer and
Revised Offer and will not be responsible to anyone other than Waco for
providing the protections afforded to clients of KPMG Corporate Finance nor
for giving advice in relation to the Offer and the Revised Offer.

The contents of this announcement have been approved for the purpose of
Section 57 of the Financial Services Act 1986 by KPMG Corporate Finance.