Possible Offer

Amlin PLC
09 June 2005

Not for release, publication or distribution, in whole or in part, in, into or
from the United States, Canada, Australia or Japan or any other jurisdiction
where it would be unlawful to do so.


PRESS ANNOUNCEMENT

9 June 2005

                 AMLIN PLC ('AMLIN') CONFIRMS OFFER TALKS WITH
                       CHAUCER HOLDINGS PLC ('CHAUCER')



The Board of Amlin confirms that it is in discussions about a possible
recommended offer by Amlin for Chaucer.

The Board of Amlin believes that there is a very strong rationale for a
combination of the two businesses.  The Directors of Amlin believe that:

•         It would create, by some margin, the leading independent insurer
operating in the Lloyd's market.


•         There is a strong business fit between the two groups.  Chaucer would
add strength and depth to a number of classes of business in which Amlin is
already a leader and would also bring into the Amlin Group a number of
complementary business lines in areas such as aviation, energy, specialist motor
and property. The combined group would hold a leading market position in each
major area of commercial insurance and reinsurance.


•         Amlin and Chaucer share a quality approach to underwriting and are
culturally similar which should enable a relatively straightforward integration
process.


•         A combination of the two groups would offer substantial synergies
through economies of scale.


A programme of mutual due diligence and management meetings is underway. A
further update to shareholders will follow finalisation of due diligence and
documentation which is expected to be concluded during July.

This announcement does not constitute an offer to issue or sell, or the
solicitation of an offer to acquire or buy, any shares in Amlin or Chaucer to
any person in any jurisdiction.

This announcement does not represent a firm intention by Amlin to make an offer
for the purposes of the City Code on Takeovers and Mergers (the 'City Code').
There can be no certainty that an offer will ultimately be made.





Enquiries:

Amlin                                                     Tel:     [phone]
Charles Philipps, Chief Executive

Haggie Financial (Public relations adviser to Amlin)      Tel:     [phone]
David Haggie                                                        07768 332486
Peter Rigby                                                         07803 851426

Hawkpoint (Financial adviser to Amlin)                    Tel:     [phone]
Christopher Kemball
Lawrence Guthrie

Hoare Govett (Broker to Amlin)                            Tel:     [phone]
John MacGowan
Bob Cowdell



Dealing disclosure requirements:

Under the provisions of Rule 8.3 of the City Code any person who, alone or
acting together with any other person(s) pursuant to an agreement or
understanding (whether formal or informal) to acquire or control relevant
securities of Amlin PLC and/or Chaucer Holdings PLC, owns or controls, or
becomes the owner or controller, directly or indirectly, of one per cent. or
more of any class of securities of Amlin PLC and/or Chaucer Holdings PLC is
required to disclose, by not later than 12.00 noon (London time) on the London
business day following the date of the relevant transaction, dealings in such
securities of that company (or in any option in respect of, or derivative
referenced to, any such securities) during the period to the date on which the
offer becomes or is declared unconditional as to acceptances or lapses or is
otherwise withdrawn.

Under the provisions of Rule 8.1 of the City Code, all dealings in relevant
securities of Amlin and/or Chaucer by any of its respective 'associates' (within
the meaning of the City Code) must also be disclosed.

If you are in any doubt as to the application of Rule 8 to you, please contact
an independent financial adviser authorised under the Financial Services and
Markets Act 2000, consult the Panel's website at www.thetakeoverpanel.org.uk or
contact the Panel on telephone number [phone]; fax [phone].

Disclosure in accordance with Rule 2.10 of the City Code:

In accordance with Rule 2.10 of the City Code, Amlin confirms that it has in
issue and admitted to trading on the London Stock Exchange 400,511,171 ordinary
shares of 25 pence each under the ISIN code GB0000319581.


The Directors of Amlin accept responsibility for the information contained in
this announcement.  To the best of the knowledge and belief of the Directors of
Amlin (who have taken all reasonable care to ensure that such is the case), the
information contained in this announcement is in accordance with the facts and
does not omit anything likely to affect the import of such information.

This announcement does not constitute an offer to issue or sell, or the
solicitation of an offer to acquire or buy, any shares in Amlin or Chaucer to
any person in any jurisdiction.

Hawkpoint Partners Limited which is authorised and regulated in the United
Kingdom by the Financial Services Authority, is acting exclusively for Amlin and
no one else in connection with a possible offer and will not be responsible to
anyone else other than Amlin for providing the protections afforded to their
customers or for providing advice in relation to a possible offer or in relation
to the contents of this announcement or any transaction or arrangement referred
to herein.

Hoare Govett Limited, which is regulated in the United Kingdom by the Financial
Services Authority, is acting as sole corporate broker to Amlin and no one else
in connection with a possible offer and will not be responsible to anyone else
other than Amlin for providing the protections afforded to customers of Hoare
Govett Limited.




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