Issue of Equity

Amlin PLC
11 June 2002



Amlin plc

11 June 2002



FOR IMMEDIATE RELEASE



FOR PUBLICATION IN THE UNITED KINGDOM ONLY. NOT FOR RELEASE, PUBLICATION OR
DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN ANY OTHER JURISDICTION, INCLUDING THE
UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF IRELAND OR
SOUTH AFRICA OR THEIR RESPECTIVE TERRITORIES OR POSSESSIONS.



                                   Amlin plc



                Firm Placing of 52,023,864 New Amlin Shares and

             Placing and Open Offer of 52,023,864 New Amlin Shares

                        at 81 pence per New Amlin Share





Amlin, the largest independent business operating in the Lloyd's market, is
pleased to announce its plans to raise approximately £80.0 million, net of
expenses, by way of a Firm Placing and a Placing and Open Offer:



-         A Firm Placing of 52,023,864 New Amlin Shares and an Open Offer of
52,023,864 New Amlin Shares on the basis of 13 Open Offer Shares for every 67
existing Amlin Shares.



-         The net proceeds will provide a stronger financial base which, when
combined with the additional debt finance which Amlin believes will become
available due to its improved financial strength, will enable Amlin to make an
offer to acquire third party capacity on Syndicate 2001 up to 100 per cent.
ownership and support Amlin's underwriting on Syndicate 2001.



-         The Company's largest shareholder, State Farm Mutual Automobile
Insurance Company, who has an interest in approximately 13.3 per cent. of the
Company's existing share capital, has irrevocably undertaken to take up
6,911,799 Firm Placing Shares and its full entitlement to Open Offer Shares
under the Open Offer.



-         Hoare Govett is acting as sponsor and financial adviser to Amlin and
has underwritten the Firm Placing and the Placing and Open Offer other than in
respect of the 13,990,314 New Amlin Shares in respect of which irrevocable
undertakings have been obtained to subscribe for such shares under the Firm
Placing and/or the Placing and Open Offer.





 Charles Philipps, Chief Executive of Amlin, said:



'We are delighted to announce this significant funding which will allow us to
build Amlin in line with our strategy, to take further advantage of the strong
underlying underwriting conditions and to deliver improved economic benefits to
our shareholders.'



This summary should be read in conjunction with the full text of the following
announcement which follows.



 Enquiries:



Amlin
Charles Philipps                                            Tel: [phone]
Richard Hextall                                             Tel: [phone]

Hoare Govett Limited
Andrew Thompson                                             Tel: [phone]

Haggie Financial Limited
David Haggie                                                Tel: [phone]




This announcement is not an offer of existing Amlin Shares or New Amlin Shares
for sale into the United States or to, or for the account or benefit of, US
persons.  The existing Amlin Shares and the New Amlin Shares have not been and
will not be registered under the US Securities Act of 1933 and may not be
offered or sold in the United States unless they are registered or exempt from
registration. There will be no public offer of the New Amlin Shares in the
United States.



Hoare Govett Limited is acting for Amlin plc and for no one else in connection
with the Firm Placing and the Placing and Open Offer and will not be responsible
to anyone other than Amlin for providing the protections afforded to clients of
Hoare Govett or for providing advice in relation to the Firm Placing and the
Placing and Open Offer or any other matter referred to in the document expected
to be posted to Shareholders later today.



This press release does not constitute an offer to sell or issue or the
solicitation of an offer to buy or subscribe for any securities.


FOR PUBLICATION IN THE UNITED KINGDOM ONLY. NOT FOR RELEASE, PUBLICATION OR
DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN ANY OTHER JURISDICTION, INCLUDING THE
UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF IRELAND OR
SOUTH AFRICA OR THEIR RESPECTIVE TERRITORIES OR POSSESSIONS.



                                   Amlin plc



          Firm Placing of 52,023,864 New Amlin Shares and Placing and

                   Open Offer of 52,023,864 New Amlin Shares

                        at 81 pence per New Amlin Share





Introduction



Amlin is proposing to raise approximately £80.0 million, net of expenses, by the
issue of 104,047,728 New Amlin Shares at a price of 81 pence per New Amlin
Share. The issue is being made by way of a Firm Placing and a Placing and Open
Offer to Qualifying Shareholders holding Amlin Shares at the close of business
on 7 June 2002. The Issue Price of 81 pence per New Amlin Share represents a 9.5
per cent. discount to the closing middle market price of 89.5 pence per Amlin
Share on 10 June 2002, the last business day before the announcement of the Firm
Placing and the Placing and Open Offer.



The Firm Placing and the Placing and Open Offer have been underwritten by Hoare
Govett, other than in respect of the 13,990,314 New Amlin Shares in respect of
which irrevocable undertakings have been obtained to subscribe under the Firm
Placing and/or the Placing and Open Offer.  The Firm Placing and the Placing and
Open Offer are conditional upon, inter alia, shareholder approval which will be
sought at the Extraordinary General Meeting of the Company to be held on 4 July
2002, notice of which has been sent to shareholders today.





Information on Amlin



Amlin is the largest independent business operating in the Lloyd's market
(measured by owned and managed premium income capacity for the 2002 year of
account). Amlin operates through Syndicate 2001 which has premium income
capacity for the 2002 year of account of £800 million. This has been
supplemented by quota share reinsurance facilities which allow Syndicate 2001 to
underwrite up to a further £100 million of premium income. Over the past three
years, Amlin has focused its activities on Syndicate 2001, divesting non-core
interests, such as its Lloyd's members' agencies and its interests in Lloyd's
third party syndicates. Amlin has successfully grown its ownership of Syndicate
2001's capacity to approximately 72.3 per cent. for the 2002 year of account,
compared with 38.0 per cent. for the 1999 year of account. In October 2000,
Amlin reorganised its underwriting activities into four divisions which are
focused on particular business classes and which have strong underwriting teams.
In addition to these changes, the underlying financial performance of Syndicate
2001 has improved and the Directors are confident that Syndicate 2001's
underlying performance for both the 2000 and 2001 years of account will be
strong relative to other Lloyd's syndicates.



Amlin has a diversified book of insurance business as shown below:

Division                         Principal classes of business                    Estimated proportion of
                                                                                  2002 year of account
                                                                                  gross premium

Harvey Bowring                   International Reinsurance, Property and Casualty 52%
Amlin Insurance Services         UK Motor, Property and Casualty                  20%
Amlin Aviation                   Airlines, Airports and Space                     16%
Coles                            Marine                                           12%



Syndicate 2001's diversity provides a balanced exposure to risk, both
geographically and between classes of business. Some business classes generate
high margins but can be volatile (such as catastrophe reinsurance) whilst other
classes are less volatile and usually generate lower margins (such as motor).





Reasons for the Firm Placing and the Placing and Open Offer



In the current strong market conditions the Directors expect Syndicate 2001 to
underwrite in excess of £800 million of gross premium income (net of brokerage)
for the 2002 year of account. Amlin's current projection of Syndicate 2001's
gross premium income for the 2003 year of account is £1 billion. The Directors
believe that there is a strong strategic and commercial rationale for increasing
Amlin's ownership of Syndicate 2001 beyond the current level of 72.3 per cent.
They further believe that, notwithstanding a strong underwriting climate, the
significant losses borne by third party Lloyd's participants from the terrorist
attacks of 11 September 2001 and poor overall market results may result in many
Lloyd's participants being willing to consider the sale of their capacity on
Syndicate 2001 to Amlin at a mutually acceptable price.



The proceeds of the Firm Placing and the Placing and Open Offer would, combined
with the additional reinsurance and debt financing described below, enable Amlin
to:



-         make an offer to acquire third party capacity on Syndicate 2001 up to
100 per cent. ownership of the syndicate; and



-         support underwriting on Syndicate 2001 for the 2003 year of account of
up to approximately £1 billion.



Following the Firm Placing and the Placing and Open Offer, Amlin will have pro
forma net assets of £260.4 million. The Directors believe that this will provide
a stronger financial base on which to secure additional debt (possibly including
letters of credit) of up to £52.0 million. On that basis, the Firm Placing and
the Placing and Open Offer, together with the Group's existing facilities of
£128.3 million, would result in a pro forma ratio of net debt to Shareholders'
funds of approximately 69.3 per cent..



The Directors believe that, on the basis that there is no material change to
Lloyd's risk based capital requirements, that this enlarged capital base would
be sufficient to support gross premium income of up to £900 million for
Syndicate 2001 in the 2003 year of account.  Amlin intends to write any gross
premium income in excess of this amount by means of qualifying quota share
reinsurance facilities. Syndicate 2001 already has qualifying quota shares with
XL Re and Montpelier Re which provide it with up to £100 million of gross
premium income capacity for its 2002 and 2003 years of account.



This mixture of anticipated funding would provide Amlin with capital
flexibility. For example, if Amlin were to acquire less than 100 per cent. of
Syndicate 2001's capacity, it would not need to seek additional quota share
reinsurance in excess of the current treaties, and would have the ability to
reduce its quota share reinsurance whilst fully utilising its debt and cash
resources. The Directors also believe that the proposed capital structure would
enable the Group to adjust its underwriting in tandem with the insurance cycle
whilst maintaining capital efficiency.



Structuring the fundraising by way of the Firm Placing and the Placing and Open
Offer is intended to strengthen the shareholder base with the introduction of
additional institutional investment through the Firm Placing whilst at the same
time providing Qualifying Shareholders with the opportunity to participate in
the fundraising by way of the Open Offer.





Final results for year ended 31 December 2001



Amlin announced its audited preliminary results for the year ended 31 December
2001 on 24 April 2002 and on 13 May 2002 despatched the report and accounts for
that period to Shareholders. The Group's gross premium income written during the
year was £587.4 million (2000: £363.3 million) reflecting improving rates,
growth in the volume of business written and increased ownership of Syndicate
2001. Amlin's share of its Managed Syndicates grew from 57.8 per cent. in 2000
to 69.6 per cent. in 2001. Earned premium increased to £342.9 million from
£231.1 million in 2000. Amlin reported a net loss after tax for the year of £67
million (2000 loss: £19.1 million) equivalent to a loss per share of 33.3p (2000
loss: 9.6p). Amlin's operating loss of £53.9 million (2000 loss: £3.5 million)
for continuing operations would have been, assuming a long term investment
return, an operating profit of £10 million but for the terrorist atrocities of
11 September 2001.





Terrorist attacks in the United States



Market estimates of insurance liabilities arising from the events of 11
September 2001 in the United States range from US$30 billion to US$80 billion,
making it the largest insured catastrophe in history. Lloyd's latest estimate of
the net loss to the Lloyd's market (as announced on 10 April 2002) is £1.98
billion.



Amlin's principal exposures to these attacks relate to its aviation, property
insurance and property reinsurance accounts. The gross loss of Amlin's Managed
Syndicates is estimated at approximately US$668.7 million, which equates to a
net loss of approximately US$142.2 million, after taking into account
reinsurance recoveries and the associated costs of reinstating reinsurance
coverage.



Losses from these events will affect the 2000 and 2001 years of account in which
Amlin's ownership share of its Managed Syndicates was 57.8 per cent. and 69.6
per cent. respectively. Accordingly, the Directors estimate that the net loss to
Amlin from these events will be approximately £65.5 million before tax,
equivalent to 17 pence per existing Amlin Share after tax.  The Directors expect
that the £1.6 million increase in the estimate of net loss over the previous
estimate is likely to be mitigated by recoveries from reinsurers, for which bad
debt provisions were made following 11 September.  This estimate is based on the
Directors' knowledge as at the date of this announcement. It is possible that
facts or circumstances will come to light in the future which may materially
affect this estimate.



Save in respect of the £1.6 million increased estimate referred to above, the
financial effect of the terrorist attacks has, under the Group's accounting
policies, been reserved in the technical profit and loss account for the year
ended 31 December 2001.





Quarterly Managed Syndicate forecasts



The quarterly Managed Syndicate forecasts as at 31 March 2002, which were
announced on 24 May 2002, are set out below:



2001 year of account preliminary forecast



Syndicate 2001 continued to experience improvement in its underlying performance
in the 2001 year of account, although it was adversely affected by losses from
the 11 September terrorist events as previously announced. The impact of these
events, at Syndicate 2001 level on the 2001 year of account is estimated to be
$117 million, or 13.9 per cent. of capacity, which is in line with the
previously announced estimate.



Preliminary forecasts for the 2001 year of account results, both including and
excluding the effect of 11 September losses, are set out below. They are
expressed as a percentage of capacity and after standard Name's expenses
including agents' fees and commission.




                                         Forecast including   Forecast excluding
Capacity          % owned by Amlin      11 September losses  11 September losses
      £m                                             % to %               % to %

   575.0                      69.6           (7.0) to (2.0)          6.3 to 11.3



The forecast result is encouraging in the light of the trading improvements
being experienced in 2002 and it illustrates the strong underlying performance
of the business. The forecast has been made at an earlier stage than usual and a
considerable amount of business remains on risk. Additionally, there remains
uncertainty concerning losses from 11 September as set out in the Prospectus.
However, if a 'normal' level of loss development is experienced and if there is
no material adverse development of losses from 11 September, the Directors would
expect the result to be better than the mid-point of the estimated range.



2000 year of account forecasts



Amlin's principal syndicate trading in 2000 was Syndicate 2001. Syndicates 902
and 1141 ceased to trade in 2000. The 2000 year of account has also been
affected by the 11 September terrorist attacks for which there remains
uncertainty concerning the level of losses as set out in the Prospectus.
Excluding losses from 11 September, Syndicate 2001 is forecast to deliver a
profit, at the mid-point of the estimated range, of 2.5 per cent. of capacity.



2000 year of account

Syndicate      Capacity         % owned by          Latest forecasts                    Previous
      No             £m              Amlin        % to %   quarterly                    Forecast

     902           37.6               56.7          (27.5) to (32.5)            (27.5) to (32.5)
    1141           76.3               69.7          (26.0) to (31.0)            (23.0) to (28.0)
    2001          423.3               55.8              (4.0) to 1.0                (4.0) to 1.0





Current trading and outlook



Trading conditions to date have remained in line with those stated in the
announcement of our preliminary results for the year ended 31 December 2001. The
current year continues to benefit from rate increases across most classes of
business, which were gathering momentum prior to 11 September 2001 and which
have accelerated significantly since then. In addition, profits will accrue in
2002 from profitable business which was written by the Group in 2001. In the
light of this, the Directors consider that underlying underwriting conditions
for the current financial year are showing a material improvement over the
previous year.



The Directors believe that these excellent conditions will continue for the
remainder of 2002 and, into 2003, and that a favourable underwriting environment
could endure for longer.





Dividends



The Directors announced at the time of Amlin's rights issue in December 2001
that, in view of the scale of the losses from the 11 September attacks and the
underwriting opportunities currently existing, it would not pay a dividend in
respect of the 2001 financial year. The Directors believed that it was in the
best interests of Shareholders for the Company to retain funds in order to
assist growth of the Group's underwriting.  However, in the absence of any other
extraordinary losses, the Directors expect to resume interim and final dividend
payments in respect of the 2002 financial year.





Principal terms of the Firm Placing and the Placing and Open Offer



Firm Placing



Subject to the fulfilment of the conditions set out below and in the Prospectus
expected to be posted to Shareholders today, Hoare Govett as agent for the
Company has agreed to place firm with certain existing Shareholders and other
institutional investors 52,023,864 New Amlin Shares at a price of 81 pence per
New Amlin Share, or to the extent that it fails to do so, itself subscribe for
these Firm Placing Shares. The Firm Placing Shares, which are not being offered
to Shareholders under the Placing and Open Offer, comprise 52,023,864 New Amlin
Shares and are being offered directly to certain existing Shareholders and other
institutional investors.



State Farm Mutual Automobile Insurance Company ('State Farm'), a substantial
shareholder of Amlin, and therefore a related party of Amlin under the Listing
Rules, which holds 35,622,357 Amlin Shares (representing approximately 13.3 per
cent. of Amlin's current issued share capital) has irrevocably undertaken to
take up 6,911,799 Firm Placing Shares.  State Farm will receive a commission in
respect of its commitment to take up 6,911,799 Firm Placing Shares as further
described in the Prospectus.



All of the Firm Placing Shares have been fully underwritten by Hoare Govett,
other than the 6,911,799 Firm Placing Shares which State Farm has irrevocably
undertaken to subscribe.  No irrevocable undertakings have been received in
respect of any other Firm Placing Shares.



Placing and Open Offer



Subject to the fulfilment of the conditions set out below and in the Prospectus
expected to be posted to Shareholders today, Qualifying Shareholders will be
given the opportunity to subscribe for the Open Offer Shares pro rata to their
existing shareholdings at a price of 81 pence per Open Offer Share on the
following basis of:



            13 Open Offer Shares for every 67 existing Amlin Shares



held by Qualifying Shareholders at the Record Date and so on in proportion for
any other number of Amlin Shares then held.



State Farm has irrevocably undertaken to take up in full its entitlement under
the Open Offer of 6,911,799 Open Offer Shares.



Fractions of Open Offer Shares will not be allotted, each Qualifying
Shareholders' entitlement being rounded down to the nearest whole number. The
fractional entitlements will be aggregated and included in the Placing, with the
proceeds being retained for the benefit of the Company. Accordingly Qualifying
Shareholders with fewer than 6 existing Amlin Shares will not be entitled to any
Open Offer Shares.



The Firm Placing and the Placing and Open Offer are each conditional, inter
alia, upon:



(i)                  the passing of the resolutions to be proposed at the
Extraordinary General Meeting of the Company to be held on 4 July 2002;



(ii)                Admission becoming effective by not later than 8.00 a.m. on
5 July 2002 (or such later time and/or date as Hoare Govett and the Company may
agree, not being later than 5.00 p.m. on 9 July 2002); and



(iii)               the Placing Agreement between Hoare Govett and the Company
becoming unconditional in all respects.



The Firm Placing and the Placing and Open Offer will result in the issue of
104,047,728 New Amlin Shares (representing approximately 28.0 per cent. of the
issued ordinary share capital of Amlin, as enlarged by the Firm Placing and the
Placing and Open Offer). The New Amlin Shares, when issued and fully paid, will
rank pari passu in all respects with the existing Amlin Shares and will rank for
all dividends or other distributions declared, made or paid after the date of
issue of the New Amlin Shares.



Application has been made for the New Amlin Shares to be admitted to the
Official List and to trading on the London Stock Exchange's market for listed
securities. It is expected that Admission will become effective on 5 July 2002
and that dealings for normal settlement in the New Amlin Shares will commence at
8.00 a.m. on 5 July 2002.





Extraordinary General Meeting



Notice will be given to Shareholders of an Extraordinary General Meeting of the
Company to be held at noon on 4 July 2002 at the offices of the Company, 10th
Floor, St. Helen's, 1 Undershaft, London EC3A 8ND at which the resolutions
necessary:



•        to increase the Company's authorised share capital;

•        to grant the Directors authority to allot shares for the purpose of the
Firm Placing and the Placing and Open Offer and otherwise than in connection
with the Firm Placing and the Placing and Open Offer up to an aggregate nominal
amount of £126,250,000; and

•        to disapply statutory pre-emption rights (i) for the purpose of the
Firm Placing and the Placing and Open Offer (ii) in connection with any other
pre-emptive issue and (iii) otherwise than in connection with the Firm Placing
and the Placing and Open Offer or other pre-emptive issue up to an aggregate
nominal amount of £57,026,158, will be put to Shareholders for approval.





Intentions of Directors and other Shareholders



Messrs Hextall, Kennedy, Mylvaganam, Sanders and Taylor, and Lord Stewartby,
being Directors, who in aggregate hold 189,250 Amlin Shares (representing
approximately 0.07 per cent. of Amlin's current issued share capital), have
irrevocably undertaken to take up their entitlements in full in respect of
36,716 Open Offer Shares.  Mr Holt, a Director, who holds 1,252,411 Amlin Shares
(representing approximately 0.47 per cent. of Amlin's current issued share
capital), has irrevocably undertaken to take up 130,000 Open Offer Shares out of
his entitlement to 243,005 Open Offer Shares and not to take up his remaining
entitlement.



Messrs Carpenter, Philipps and Stace, being Directors, and Messrs Carpenter's
and Stace's spouses, who in aggregate hold 1,216,693 Amlin Shares (representing
approximately 0.45 per cent. of Amlin's current issued share capital), have
irrevocably undertaken not to take up their entitlements in respect of 236,072
Open Offer Shares.  One Beacon Insurance Company, which is the beneficial owner
of 14,980,861 Amlin Shares (representing approximately 5.6 per cent. of Amlin's
current issued share capital), has irrevocably undertaken not to take up its
entitlement in respect of 2,906,733 Open Offer Shares.  In addition, the Group's
Employee Share Ownership Trust, which holds 6,163,400 Amlin Shares (representing
approximately 2.3 per cent. of Amlin's current issued share capital), has
irrevocably undertaken not to take up 1,028,358 Open Offer Shares out of its
entitlement to 1,195,883 Open Offer Shares.  All of the 4,284,168 Open Offer
Shares in respect of which irrevocable undertakings not to take up have been
received will be placed firm by Hoare Govett with certain Shareholders and other
institutional investors at the Issue Price.



State Farm, a substantial shareholder of Amlin, and therefore a related party of
Amlin for the purposes of the Listing Rules, which is the beneficial owner of
35,622,357 Amlin Shares (representing approximately 13.3 per cent. of Amlin's
issued share capital), has irrevocably undertaken to take up 6,911,799 Firm
Placing Shares and its entitlement in full in respect of 6,911,799 Open Offer
Shares.  State Farm will receive a commission in respect of its commitment to
subscribe for 6,911,799 Firm Placing Shares, details of which are set out in the
Prospectus.



All of the above persons have irrevocably undertaken to vote in favour of the
Resolutions in respect of their holdings which comprise an total of 59,424,972
Amlin Shares, representing approximately 22.2 per cent. of Amlin's current
issued share capital.



Timetable


Record Date for the Open Offer                                            close of business on 7 June 2002
Latest time and date for splitting Application Forms                      3.00 p.m. on 28 June 2002
(to satisfy bona fide claims)
Latest time and date for receipt of completed Application Forms and       3.00 p.m. on 2 July 2002
payment in full under the Open Offer
Extraordinary General Meeting                                             noon on 4 July 2002
Dealings in the New Amlin Shares commence                                 8.00 a.m. on 5 July 2002
Expected date for crediting of CREST member accounts and  despatch of     5 July 2002
definitive share certificates in respect of New Amlin Shares





DEFINITIONS


'Admission'                            the admission of New Amlin Shares (i) to the Official List and (ii) to
                                       trading on the London Stock Exchange's market for listed securities
                                       becoming effective in accordance with the Listing Rules and the
                                       Admission and Disclosure Standards

'Amlin Shares'                         ordinary shares of 25 pence each in the capital of the Company

'Application Form'                     the application form accompanying the Prospectus for use by Qualifying
                                       Shareholders in connection with the Open Offer

'Board'                                the board of Directors of the Company

'Company' or 'Amlin'                   Amlin plc

'CREST'                                the relevant system for the paperless settlement of trades and the
                                       holding of uncertificated securities operated by CRESTCo Limited in
                                       accordance with the Regulations

'CRESTCo'                              CRESTCo Limited the operator of CREST

'Directors'                            the directors of the Company

'Extraordinary General Meeting' or '   the extraordinary general meeting of the Company convened for 4 July
EGM'                                   2002, notice of which is set out in the Prospectus

'Firm Placing'                         the conditional placing of the Firm Placing Shares with certain
                                       existing Shareholders and other institutional investors at the Issue
                                       Price pursuant to the Placing Agreement

'Firm Placing Shares'                  the 52,023,864 New Amlin Shares being issued pursuant to the Firm
                                       Placing

'Group'                                the Company and its subsidiary undertakings

'Hoare Govett'                         Hoare Govett Limited whose office in the United Kingdom is at 250
                                       Bishopsgate, London EC2M 4AA

'Issue Price'                          81 pence per New Amlin Share

'Listing Rules'                        the rules and regulations made by the UK Listing Authority under Part
                                       VI of the Financial Services and Markets Act 2000 (as amended from time
                                       to time)

'Managed Syndicates'                   Syndicate 902, Syndicate 1141 and Syndicate 2001, all of which are
                                       managed by Amlin Underwriting Limited

'New Amlin Shares'                     104,047,728 new Amlin Shares to be issued pursuant to the Firm Placing
                                       and the Placing and Open Offer

'Official List'                        the Official List of the UK Listing Authority

'Open Offer'                           the invitation to subscribe for Open Offer Shares at the Issue Price to
                                       Qualifying Shareholders on the terms and subject to the conditions set
                                       out or referred to in the Prospectus and in the Application Form

'Open Offer Shares'                    the 52,023,864 New Amlin Shares being offered to Qualifying
                                       Shareholders under the terms of the Open Offer

'Placing'                              the conditional placing by Hoare Govett on behalf of the Company of the
                                       Open Offer Shares pursuant to the Placing Agreement

'Placing Agreement'                    the agreement dated 11 June 2002 between the Company and Hoare Govett
                                       relating to the Firm Placing and the Placing and Open Offer, details of
                                       which are set out in the Prospectus

'Qualifying Shareholders'              holders of Amlin Shares on the Company register of Shareholders at the
                                       Record Date (other than certain Overseas Shareholders)

'Record Date'                          close of business on 7 June 2002

'Resolutions'                          the resolutions set out in the notice of Extraordinary General Meeting,
                                       notice of which is contained in the Prospectus

'Shareholders'                         holders of Amlin Shares

'State Farm'                           State Farm Mutual Automobile Insurance Company

'UK Listing Authority'                 the Financial Services Authority in its capacity as competent authority
                                       under the Financial Services and Markets Act 2000

'Uncertificated' or                    Amlin Shares recorded on the Company's register of Shareholders as
                                       being held in uncertificated form, title to which by virtue of the
'Uncertificated Form'                  Regulations may be transferred by means of an instruction issued in
                                       accordance with the rules of CREST

'United Kingdom' or 'UK'               the United Kingdom of Great Britain and Northern Ireland

'United States' or 'US'                The United States of America, its territories and possessions and any
                                       state of the United States and the District of Columbia

'US person'                            has the meaning provided in section 902(k) of Regulation S under the US
                                       Securities Act

'US Securities Act'                    the United States Securities Act of 1933





Enquiries:



Amlin
Charles Philipps                                             Tel: [phone]
Richard Hextall                                              Tel: [phone]

Hoare Govett Limited
Andrew Thompson                                              Tel: [phone]

Haggie Financial Limited
David Haggie                                                 Tel: [phone]







Further information



Full details of the Firm Placing and the Placing and Open Offer, together with
the notice of the Extraordinary General Meeting, are contained in the Prospectus
which is expected to be posted to shareholders today.



Certain statements made in this announcement are forward looking statements.
Such statements are based on current expectations and are subject to a number of
risks and uncertainties that could cause actual results and performance to
differ materially from any expected further results or performances, express or
implied, by the forward looking statements. Factors that might cause forward
looking statements to differ materially from actual results include, among other
things, regulatory and economic factors. The Company assumes no responsibility
to update any of the forward looking statements contained herein. Further, any
indication in this announcement of the price at which Amlin Shares have been
bought or sold in the past cannot be relied upon as a guide to future
performance.



This announcement is not an offer of existing Amlin Shares or New Amlin Shares
for sale into the United States or to, or for the account or benefit of, US
persons.  The existing Amlin Shares and the New Amlin Shares have not been and
will not be registered under the US Securities Act of 1933 and may not be
offered or sold in the United States unless they are registered or exempt from
registration. There will be no public offer of the New Amlin Shares in the
United States.



Hoare Govett Limited is acting for Amlin plc and for no one else in connection
with the Firm Placing and the Placing and Open Offer and will not be responsible
to anyone other than Amlin for providing the protections afforded to clients of
Hoare Govett or for providing advice in relation to the Firm Placing and the
Placing and Open Offer or any other matter referred to in the document expected
to be posted to Shareholders later today.



                      This information is provided by RNS
            The company news service from the London Stock Exchange