Collaboration with RP Scherer

Stanelco PLC
6 December 2001


Notification of Class 2 transaction


AVS No:


Name of Company: STANELCO PLC


Stanelco plc (Stanelco) has entered into contract with R.P. Scherer Corporation 
(Scherer) to sell ten percent (10%) of the enlarged equity of its subsidiary, 
InGel Technologies Limited (InGel).

InGel is a company created by Stanelco to commercialise its capsule making
technology and has not previously traded.

Scherer is one of the world's premier drug delivery companies and has the
leading global position in the softgel capsule technology. Scherer is part of
the Pharmaceutical Technologies & Services division of Cardinal Health, Inc.
Cardinal is a leading provider of products and services supporting the
health-care industry. Cardinal Health companies develop, manufacture, package
and market products for patient care; develop drug-delivery technologies;
distribute pharmaceuticals, medical, surgical and laboratory supplies; and
offer consulting and other services that improve quality and efficiency in
health care. The company, which is headquartered in Dublin, Ohio, employs more
than 49,000 people on five continents and produces annual revenues of more
than US$40 billion.

The consideration for the sale of these shares in InGel is:

(i)    For the first five percent (5%) of the enlarged equity
Scherer will make a cash payment of five hundred and sixty-three thousand
three hundred and sixty-five pounds sterling (£563,365).

(ii)   For the second five percent (5%) of the enlarged equity,
due in 36 months time, the consideration shall be equivalent to the mid-market
price, at that time, of 3% of Stanelco plc. For illustration only, this figure
would be five hundred and sixty-six thousand six hundred and thirty-four
pounds sterling (£566,634) based upon a Stanelco plc share price of 2.75
pence.

The proceeds from the sale will be used by InGel to further develop Stanelco's
proprietary technology, under licence, for manufacturing liquid-filled
capsules for pharmaceutical applications. InGel has also entered into licence
agreements with Scherer giving InGel access to certain of Scherer's
intellectual property and giving Scherer rights to use both the Stanelco and
InGel technology for pharmaceutical applications in return for royalties.

The commercial success of InGel is dependant upon the outcome of the
development work to be carried out. It is intended that if successful Stanelco
would manufacture production equipment to satisfy market demand.

InGel also expects to receive equipment (valued at approximately £100k)
together with services and expertise from Scherer in support of the
development work

The service contracts of Stanelco's directors remain unchanged. InGel
currently has two directors, Ian Balchin, who is also chief executive and a
director of Stanelco plc and Barrie Hozier who is also finance director and
company secretary of Stanelco plc. The company expects to appoint a third
director from Scherer. It is not anticipated that the directors will receive
any additional remuneration from InGel.


Ends.