Waco Int Ltd Cash Offer Terms

AAF INDUSTRIES PLC
18 October 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                

Waco International Limited ('Waco') announces that its recommended
unconditional cash offer (the 'Offer') for the issued share capital of AAF
Industries plc ('AAF') not already owned by the Waco Group as set out in its
Offer Document dated 24 September 1999, will remain open for acceptances until
3.00 pm on 5 November 1999 and will not be extended thereafter.

As at 3.00 pm on 15 October 1999, being the first closing date of the Offer,
valid acceptances of the Offer had been received in respect of 3,805,011 AAF
Shares, representing approximately 16.48 per cent. of the issued share capital
of AAF.

Prior to the commencement of the 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.

Consequently, the Waco Group owns, or has received valid acceptances in
respect of, a total of 17,430,240 AAF Shares, representing approximately 75.50
per cent. of the issued share capital of AAF.

Words and expressions defined in the Offer Document dated 24 September 1999
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
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.

The contents of this announcement have been approved for the purpose of
Section 57 of the Financial Services Act 1986 by KPMG Corporate Finance.
18 October 1999