Final Results - Part 1 of 2

Berkeley Group Holdings (The) PLC
24 June 2005



                        The Berkeley Group Holdings plc

PRESS RELEASE                                                   24th JUNE 2005

                        PRELIMINARY RESULTS ANNOUNCEMENT

        £239.9 MILLION OF CASH GENERATED BEFORE FINANCING AND DIVIDENDS

               REPAYMENT OF £5 PER UNIT MADE ON 3RD DECEMBER 2004

 DISPOSAL OF CROSBY FOR £235.7 MILLION AND £15.0 MILLION IN RESPECT OF WORKING
                CAPITAL PROVIDED TO CROSBY SINCE 30TH APRIL 2005

The Berkeley Group Holdings plc ('Berkeley' or 'The Group') the urban
regenerator and residential property developer announces its full year results
for the year ended 30th April 2005. Highlights of the results include:

   • Payment to Shareholders    First £604.1 million (£5 per 2004 B Share) made
                                in December 2004

   • Strategic Review           On target to meet next tranche (£2 per share) in
                                December 2006. Further payments scheduled for 
                                December 2008 (£2) and December 2010 (£3)

   • Net Debt                   £255.1 million net debt from £145.2 million net 
                                cash at last year-end, with gearing at 38%

   • Cash Flow                  £239.9 million of cash generated before 
                                financing and dividends

   • Operating Margins          Group house-building operating margins, 
                                excluding land sales, up to 18.6% from 17.5%

   • Pre-tax Profits            Down 11.7% to £202.9m

   • EPS                        Reduced by 7.2% to 121.0 pence

   • NAVPS                      Up 12.5% to 1,062p if 2004 B Share payment 
                                (500p) is included.  Down 40.9% to 558 pence 
                                following B Share redemption

   • ROCE                       Increased to 22.2% from 21.4%

   • Land Holdings              27,278 plots - up from 26,654

   • Forward Order Book         £948.0 million compared to £945.3 million last 
                                year end


                             April 2005            April 2004
                            ------------          ------------

Turnover                       £1,070.3m             £1,272.4m      -15.9%
Operating Profit                 £199.6m               £212.8m       -6.2%
Joint Ventures                    £15.2m                £21.9m      -30.6%
Merger Expenses                   (£1.6m)                   -
Interest                         (£10.3m)               (£4.9m)    -106.0%
                              ----------             ---------
Profit Before Tax                £202.9m               £229.8m      -11.7%
                              ----------             ---------

EPS                               121.0p                130.4p      -7.2%
DPS                                   -                  22.3p
Return Per Share                    500p                    -
NAVPS                               558p                  944p      -40.9%

Commenting on the results, AW Pidgley said:

'Berkeley is committed to a strategy of maximising returns to shareholders as
opposed to concentrating mainly on the profit and loss account. This is in part
a consequence of our focus on large-scale regeneration schemes, principally in
London and the South-East of England. These projects are complex and require a
degree of management commitment that creates a natural size for our business. It
also gives us the flexibility - essential in our entrepreneurial culture - to
maximise short-term opportunities within an unambiguous long-term operating
model.

I announced yesterday the sale of Crosby to Lend Lease for £235.7 million and
the repayment of £15.0 million of working capital provided to Crosby since 30th
April 2005, a total consideration of £250.7 million. This further delivers our
strategy. This disposal is unconditional and due to complete on 8th July 2005.

Berkeley made its first B Share redemption of £5 per Unit on 3rd December 2004
as promised and is on target to achieve the next £2 return in December 2006. The
Crosby disposal gives great impetus to our strategy to generate cashflow and
thus underpin the full Return to Shareholders whilst retaining the flexibility
to maximise the value of the resultant ongoing business. Berkeley in the last
twelve months has achieved a pre-tax profit of £202.9 million, generating £239.9
million of cashflow which has resulted in a gearing level of 38%. At the same
time we have maintained a forward sales position at £948.0 million in these more
normal but very acceptable market conditions.

The disposal of Crosby after the year-end combined with strong performances
throughout the Group puts Berkeley in a robust position to maximise returns in
the coming period.

Achieving these results is only possible through the exceptional performance of
our people. I would like to take this opportunity to acknowledge the huge
contribution they make to our business which is key to our current and continued
success.'



Roger Lewis, Chairman said:

'There has been much commentary on the housing market since the beginning of the
year. From Berkeley's perspective the market has been very acceptable and at the
level for which we planned when we embarked on our Scheme of Arrangement.

Performance in 2005 has been very solid. Berkeley has secured sales with a value
6.6% lower than in 2004, a level which is in line with our business plan set
following the Scheme of Arrangement. This has enabled us to maintain our strong
forward sales position. This is 14.8% ahead of 2003, a year which was affected
by world events.

There is continued debate about the planning system. While in many respects it
is much slower than we would prefer, it is not for us to press for changes to a
system which, whatever its faults, looks likely to continue in its current
revised form for some time. We have also found over the last year an increased
readiness on the part of public agencies to work enthusiastically with the
private sector. This is a welcome development, which has mitigated our
frustrations over the length of time some authorities take to reach a decision
on planning.

I am delighted to report Berkeley has secured a number of important consents
including approximately 3,000 units at Beaufort Park, Hendon, 800 units at
Gillingham Waterside and further consents at Chelsea Bridge Wharf, Imperial
Wharf and Bromyard Avenue, Acton. It was good too to receive the positive
Inspector's report for the tallest residential tower at St George Wharf.

Housing Market

The housing market has continued to respond in accordance with expectations and
in line with the macro-economic conditions. Demand for homes has reduced
following the five sequential rises in interest rates and the resultant reduced
affordability which restricts new entrants into the market. This is offset by
the constraints in housing supply as a result of planning delays and the overall
complexity of delivering urban regeneration schemes.

The fundamentals for the housing market remain positive with continued forecast
economic growth in the UK coupled with historically low interest rates and
strong employment.

The investment market continued to be very active and accounts for over 50% of
our reservations. Under the Group's definition an investor can range from a
large institution to a customer purchasing a second home.

Sales prices have been above our forecast by 3% to 5% and are covering the build
cost increases which we continue to experience.

Operating margins are under pressure due to affordable housing requirements and
Section 106 planning gain obligations. As we predicted, this has reduced forward
operating margins by 0.4% in the year and we forecast that this will be repeated
going forward.

Berkeley has continued to find land prices extremely competitive and in
accordance with its strategy has bought only very selectively. During the year
terms were agreed on only 19 sites, of which 6 were in St James with 3 of those
6 from Thames Water. This equates to 2,110 plots.

For the Group to achieve its full year targets for 2005/06, 62% of the sales
required are on units with a selling price under £300,000 and 88% under
£500,000. This puts Berkeley in a strong position to achieve our full year
forecast in the current market conditions.

Results

Berkeley is delighted to announce a pre-tax profit of £202.9 million for the 12
months ended 30th April 2005. This is a reduction of 11.7% on the restated
figure of £229.8 million for the same period last year. This result is in line
with our expectations. Earnings per share is 121.0 pence, a reduction of 7.2%.
Five factors have contributed in this earnings per share result: reduced
operating profit (-9.0%), merger expenses (-0.7%), increased interest charge
(-2.3%), reduced tax charge (+1.2%) and share buy-backs and other movements (+
3.6%).

Shareholders' funds have reduced by £473.1 million to £669.5 million (30th April
2004 - £1,142.6 million). Net assets per share stand at 558 pence. The decrease
in shareholders' funds takes into account share buy-backs of £20.7 million and
the capital repayment of £604.1 million.

Return on Capital Employed was 22.2% compared to 21.4% last time.

At 30th April 2005 Berkeley had net debt of £255.1 million which represents a
gearing level of 38% (April 2004 - net cash of £145.2 million), an outflow of
£400.3 million in the period. This has resulted from operating cashflow of
£205.0 million, a reduction in working capital of £84.2 million and other cash
inflows of £13.1 million, off-set by £20.7 million used to buy-back shares,
redemption of B Shares of £604.1 million and tax and dividends of £77.8 million.

Scheme of Arrangement

The Scheme of Arrangement and The Berkeley Group Holdings plc reduction of
capital was approved by shareholders on 17th September 2004 and by the Court at
the end of October 2004. The Scheme of Arrangement created a Berkeley Unit
comprising one ordinary share and four redeemable B shares. The 2004 B shares
were redeemed on 3rd December 2004 for £5 a share at a cost to Berkeley of
£604.1 million. The redemption of the three remaining B shares is expected in
December 2006, December 2008 and December 2010 for amounts of £2, £2 and £3 a
share respectively.

As part of the Scheme of Arrangement, The Group agreed new banking facilities
for £825 million. These comprise a £500 million term loan for seven years, a
£175 million revolving facility for three years and a £150 million 364 day
revolving facility with a 2 year term-out option. At the time of the December
payment, the Group drew £600 million of its new facilities to make the 2004 B
share redemption and at 30th April 2005 held £344.9 million of cash balances.
This can be used for working capital, new land acquisitions or the 2006 B share
payment and supports the confidence the Group has in delivering its strategy.
The amount of the drawn facility will be reduced following the disposal of
Crosby.

Trading Analysis

Group turnover was £1,070.3 million (2004 - £1,272.4 million). This comprises
£1,002.8 million (2004 - £1,130.1 million) of residential turnover and £67.5
million (2004 - £142.3 million) of commercial turnover.

During the year Berkeley sold 3,570 units at an average selling price of
£282,000. This compares with 3,805 units at an average selling price of £283,000
last time.

In the financial year the Group turnover from land sales was £16.1 million (2004
- £11.4 million). The Group's policy has always been to take suitable land sale
opportunities. That said, its performance does not depend on it realising such
opportunities.

At £67.5 million (2004 - £142.3 million) Group commercial turnover reflected the
disposal of commercial units on 15 mixed-use sites. This included the sale of
62,900 sq. ft. of office space at St George Wharf and 17,300 sq. ft. of retail
space at Gunwharf. Berkeley has now received 98% of the forecast commercial
receipts from Gunwharf.

The Group share of joint ventures turnover totalled £145.9 million (2004 -
£123.7 million). This comprises £144.7 million (2004 - £121.0 million) of
residential sales and £1.2 million (2004 - £2.7 million) from commercial
schemes. The number of units sold was 809 with an average selling price of
£378,000 compared to 1,034 units at an average price of £225,000 for the
previous year.

The house-building operating margin, excluding joint ventures and land sales has
increased to 18.6% from 17.5% last time. Over recent reporting periods the Group
has achieved operating margins in the range of 17.5% to 19.5% (depending on
mix). As reported at the half year we expected to be broadly in this range for
the full year if current market conditions prevailed and this has been achieved.
On the basis that current market conditions continue to prevail we are
continuing to forecast broadly in this range. Joint venture operating margins
are 10.4% compared to 17.7% last year. This is in part due to the St James
profit share arrangements with Thames Water and is forecast to reverse next
year.

Joint Ventures

Berkeley currently has £70.4 million of capital employed in joint ventures, an
increase of £2.5 million from last year's figure of £67.9 million. Our share of
joint venture bank borrowings has decreased by £21.1 million to £57.6 million.

Berkeley is committed to developing our partners land holdings through joint
ventures if there is a mutual benefit in doing so. Berkeley has focused on our
current relationships and no new joint ventures have been set up in the year.
Berkeley's largest joint venture is St James, which is jointly owned with Thames
Water. St James is currently developing 2,694 homes within the business with a
similar number being worked up with Thames Water on potential future sites.

Forward Sales

Berkeley's strategy continues to be to sell homes at an early stage in the
development cycle, often at the off-plan stage, as this secures customers'
commitment and consequently the quality of future revenue.

It is a good indicator of the underlying state of the market that Berkeley has
managed to maintain and marginally increase its forward sales position from
£945.3 million at the same time last year to £948.0 million at 30th April 2005.
Of this, £139.8 million (2004 - £156.4 million) is included in debtors in the
balance sheet, with the remaining £808.2 million (2004 - £788.9 million)
benefiting both the current year and future years profit and loss account and
cashflow. If Crosby is excluded, the forward sales position at 30th April 2005
is £687.0 million (2004 - £629.6 million).

Land Holdings

During the year the Group (including its joint ventures) has again more than
replaced the number of plots used in construction. Berkeley now controls 27,278
plots with an estimated gross margin of £1,855 million. This compares with
26,654 plots and an estimated gross margin of £1,926 million at 30th April 2004.

With the disposal of Crosby the restated position at 30th April 2005 would be
22,799 plots with an estimated gross margin of £1,638 million.

This maintained land position has been achieved in conjunction with generating
£239.9 million from cashflow before financing and dividends. Berkeley has
maintained very strict land acquisition criteria and consequently has only
agreed 19 new sites in the year, of which, 6 were St James with 3 of those 6
being Thames Water sites.

Berkeley's focus in 2004/05 has been to concentrate on maximising the returns
from our land holdings and we continue to submit further planning applications
on the majority of our regeneration sites. This is compatible with local
planning objectives and policy.

At 30th April 2005, of the plots controlled by the Group 23,288 (2004 - 21,449)
are owned on the balance sheet, while 3,407 (2004 - 4,315) are contracted for
and a further 583 plots (2004 - 890) have terms agreed and solicitors
instructed. Over 95% of our holdings are on brownfield or recycled land.

Excluding Crosby, the Group has 22,799 plots in its control at 30th April 2005.
Of these, 19,767 are owned on the balance sheet, with 2,680 contracted and 352
with terms agreed and solicitors instructed.

Board Structure

The Board has remained unchanged during the year and comprises a Chairman, four
Executive Directors and three Non-Executive Directors. The stability of the
Board has been the key to our success in delivering the substantial strategic
changes in the year, including primarily the Scheme of Arrangement and, after
the year end, the disposal of the Crosby Group.

The Board has continued to consider further Non-Executive Directors to achieve
the Board balance set out in the Combined Code and has identified a suitable
candidate. It is the current intention therefore to appoint a further
Non-Executive Director by the AGM on 1st September 2005.

Group Structure

One of the key elements of Berkeley's strategy is to continue to simplify the
structure of the Group. The objective is to create an autonomous operating
structure with few layers of management and consequently very short decision
making processes. This creates an environment of greater responsibility at all
levels, creating greater job satisfaction and incentive to perform. We believe
we have made great progress in delivering this strategy in the year.

At the year-end Berkeley had 6 divisions and 21 operating companies, of which
one division and 8 operating companies are site based. In the year ended 30th
April 2005 the Group recorded sales from 101 sites, down from 130 in 2004. This
again is in line with our strategy to develop a smaller number of sites, though
the sites themselves are of larger-scale and warrant dedicated management
attention.

In the current year excluding Crosby, Berkeley is forecast to achieve sales from
approximately 50 sites.

The benefits of this model are apparent in a fall of overhead costs from £94.4
million to £89.3 million.

Crosby Group

On the 28th August 2003, we announced the transaction whereby the Crosby
management team led by its Chairman, Geoff Hutchinson, subscribed for the new
shares in Crosby which after the generation of £450 million of operating
cashflow, entitled them to 50.01% of the economic voting rights of Crosby. Of
this Berkeley has received approximately £157.1 million of operating cashflow
and this was in line with its business plan.

Berkeley were delighted to announce the disposal of Crosby to Lend Lease for
£235.7 million. In addition, Berkeley will be repaid £15 million in respect of
working capital provided to Crosby since the 30th April 2005.

The Disposal accelerates the return from Crosby and leaves Berkeley with a more
focused development portfolio based around its core markets in London and the
South-East of England. It also gives Berkeley increased financial flexibility
which will allow Berkeley to take advantage of land opportunities in its core
markets as they arise.

Berkeley proposes to repay the £100 million currently drawn under its existing
revolving facility. The remaining proceeds will be invested in Berkeley's core
markets in London and the South-East of England.

Crosby is a leading urban regenerator and residential property developer that
operates out of three regional offices which are located in Birmingham,
Manchester and Leeds. Crosby also benefits from a number of joint venture
relationships. At 30th April 2005, Crosby had 4,479 plots under its control.

The major sites Crosby is developing are Redbank, Manchester; Clarence Dock,
Leeds; Southside, Navigation Street, Essex Street and John Bright Street in
Birmingham; Gosforth in Newcastle; and St James in Cheltenham. Its largest joint
venture sites are Hungate in York and Smithfield in Manchester.

For the twelve months ended 30th April 2005, Crosby made an operating profit of
£38.2 million on a turnover of £251.7 million (including its share of joint
ventures).

International Financial Reporting Standards (IFRS)

Commencing with the interim results for the year ended 30th April 2006, Berkeley
will report its results in accordance with International Financial Reporting
Standards (IFRS).

Berkeley is well prepared for the adoption of IFRS and will present to the
market its opening IFRS balance sheet (as at 1 May 2004) and restated profit and
loss account and balance sheet for the year ended 30th April 2005 in September
or October 2005.

The one significant area of change for Berkeley will be with regard to the
recognition of revenue and profit (IAS 18). Berkeley's current policy reflects
the two different types of scheme the Group develops. For traditional
house-building, revenue and profit on exchanged sales contracts is recognized on
physical completion. This will not change and will be the policy adopted for our
urban regeneration business where revenue and profit are currently recognized on
a phased basis, reflecting the stage of completion of the relevant exchanged
unit.

The impact of the change at 30th April 2005 will be to reduce shareholders funds
by approximately 5%.

Other areas that will affect shareholders funds at 30th April 2005 on the
adoption of IFRS are pensions and land creditors.

IAS 19 (Employee Benefits) will require the inclusion of any pension scheme
surplus or deficit to be recorded in the balance sheet. At 30th April 2005,
Berkeley's pension scheme deficit has been calculated at £8.4 million. The
impact on shareholders' funds at 30th April 2005 will be a reduction of 1.3%.

IAS 2 (Inventories) requires land purchased on deferred payment terms to be held
at discounted present value. The liability is then increased over the period to
settlement, with this increase being recorded as interest. This will reduce
shareholders' funds at 30th April 2005 by approximately 1%.

Our People

At the heart of Berkeley's success is a uniquely talented and experienced
management team, driven by entrepreneurial flair and an unrivalled practical
understanding of the land and property market. It has given Berkeley the
aptitude and foresight to identify and take advantage of new opportunities.

Berkeley has always recognised that part of its strength has been built on the
committed, hardworking and imaginative people it employs. But the success of our
business model also rests on the manner in which we create our teams, generating
results far in excess of the simple sum of individuals.

Through our powerfully branded divisions and joint ventures, we have
consistently demonstrated our ability to undertake and manage any form of
development that presents itself. The confidence that the Group has in the
management capability within its divisions, matched with the financial strength
of the Group as a whole, has allowed us to unlock the flair and vision of our
management teams.

Such a performance is not achieved without the commitment, dedication and
expertise of our staff. On behalf of the Board and shareholders, we would like
to express our sincere appreciation and thanks to them all.

Current Trading and Prospects

Berkeley has developed a strategy that gives it maximum flexibility, which we
believe to be best suited to the particular challenges of a cyclical business.
This strategy is based around our unrivalled land bank from which we will
operate over the medium to long-term. This land bank coupled with a highly
talented entrepreneurial workforce and flexibility demonstrates how well placed
Berkeley is for the future.

Our primary goal is to maximise our returns to shareholders as opposed to mainly
concentrating on the profit and loss account and this alignment allows the
business to continue maximising short-term opportunities within an unambiguous
long-term operating model. We look forward to the future with a great deal of
confidence - supported by a business model that is cash generative, efficient in
terms of scale and which allows the skills of our people to converge on adding
value throughout the development process. We remain on target to achieve the
2006 B share payment and the £12 return by January 2011, and to create a
sustainable and meaningful ongoing business.

We have planned our business for the long-term, for which the fundamentals look
very encouraging. We look forward to the future with enthusiasm and confidence.

                                      END

For further information please contact:

The Berkeley Group Holdings plc          Cardew Group

A W Pidgley                              Tim Robertson
R C Perrins                              Sofia Rehman

T: 01932 868555                          T: 0207 930 0777




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