Offer declared unconditional

BT Group PLC
24 January 2007


Not for release, publication or distribution, in whole or in part, in, into or
from the United States, Canada or Japan, or any other jurisdiction where to do
so would constitute a violation of the relevant laws of such other jurisdiction.

                      ANNOUNCEMENT - FOR IMMEDIATE RELEASE

                         BRITISH TELECOMMUNICATIONS PLC

                     RECOMMENDED CASH OFFER FOR PLUSNET PLC

24 January 2007

OFFER DECLARED UNCONDITIONAL IN ALL RESPECTS

BT is pleased to announce that all conditions relating to the Offer, as set out
in the Offer Document dated 17 November 2006, have now been satisfied or waived.
The Office of Fair Trading has cleared the proposed acquisition of PlusNet by BT
and accordingly the condition of the Offer relating to clearance by the Office
of Fair Trading has been satisfied. Therefore, the Offer is unconditional in all
respects.

The Offer remains open until further notice. PlusNet Shareholders who have not
yet accepted the Offer are urged to do so without delay.

PlusNet Shareholders who hold PlusNet Shares in certificated form and who wish
to accept the Offer should complete, sign and return their Form of Acceptance in
accordance with the instructions set out in the Offer Document and on the Form
of Acceptance. PlusNet Shareholders who hold PlusNet Shares in uncertificated
form (that is, in CREST) and who wish to accept the Offer should follow the
instructions set out in the Offer Document. Additional Forms of Acceptance are
available from Lloyds TSB Registrars, The Causeway, Worthing, West Sussex, BN99
6DA, telephone number 0870 609 2158 (or [phone] if telephoning from
outside the UK).

Consideration

Settlement of the consideration due under the Offer in respect of acceptances,
which have been received and are valid and complete in all respects, will be
despatched by first class post (in the case of certificated holders) or credited
to the relevant CREST account (in the case of uncertificated holders) as soon as
practicable. Settlement of the consideration in respect of further acceptances,
which are valid and complete in all respects, will be despatched as soon as
practicable and in any event within 14 days of receipt.

Cancellation of trading and compulsory acquisition

BT intends to procure that PlusNet applies, as soon as practicable, to the
London Stock Exchange for the cancellation of the admission to trading of
PlusNet Shares on AIM. It is anticipated that such cancellation will take place
no earlier than 21 February 2007, being the twentieth business day following the
date of this announcement. The cancellation of the admission to trading of
PlusNet Shares on AIM will significantly reduce the liquidity and marketability
of any PlusNet Shares that are not acquired by BT. It is also anticipated that
after the cancellation of the admission to trading of PlusNet Shares on AIM,
PlusNet will be re-registered as a private company in due course.

In addition, as stated in the Offer Document, given that the Offer is now
unconditional in all respects and BT has received valid acceptances under the
Offer in respect of more than 90 per cent. of the PlusNet Shares to which the
Offer relates, BT intends, as soon as possible, to implement the procedures set
out in sections 428 to 430F (inclusive) of the Companies Act to acquire
compulsorily the remaining PlusNet Shares to which the Offer relates on the same
terms as the Offer.

Words and expressions which are defined in the offer document dated 17 November
2006 containing the Offer (the "Offer Document") apply to this announcement
unless otherwise indicated.

The directors of BT accept responsibility for the information contained in this
Announcement. To the best of the knowledge and belief of the directors of BT,
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.

Rothschild, which is authorised and regulated in the United Kingdom by the
Financial Services Authority, is acting exclusively for BT and no-one else in
connection with the Offer and will not be responsible to anyone other than BT
for providing the protections afforded to its customers or for providing advice
in relation to the Offer or in relation to the contents of this Announcement or
any transaction or arrangement referred to herein.

This Announcement is not intended to and does not constitute, or form any part
of, an offer or an invitation to purchase or sell any securities or the
solicitation of any vote or approval in any jurisdiction pursuant to the Offer
or otherwise. The Offer is made solely through the Offer Document, an
advertisement placed in The Times (UK edition) on 18 November 2006 and the Form
of Acceptance. The Offer Document and the Form of Acceptance were dispatched by
BT to PlusNet Shareholders, other than certain Overseas PlusNet Shareholders,
(and, for information only, to participants in the PlusNet Share Option Schemes)
on 17 November 2006. The Offer Document and the Form of Acceptance contain the
full terms and conditions of the Offer, including details of how to accept the
Offer. Any acceptance or other response to the Offer should be made only on the
basis of the information contained in the Offer Document and the Form of
Acceptance. The laws of relevant jurisdictions may affect the availability of
the Offer to overseas persons. Overseas persons, or persons who are subject to
the laws of any jurisdiction other than the United Kingdom, should inform
themselves about and observe any applicable legal and regulatory requirements.
The Offer Document is available for public inspection in the United Kingdom.

The Offer is not being made, directly or indirectly, in or into, or by use of
the mails of, or by any means or instrumentality (including, without limitation,
facsimile transmission, internet, email, telex or telephone) of interstate or
foreign commerce of, or any facility of a national, state or other securities
exchange of, the United States, Canada, Japan or any Prohibited Jurisdiction
and, subject to certain exceptions, the Offer will not be capable of acceptance
by any such use, means, instrumentality or facility or from within the United
States, Canada, Japan or any Prohibited Jurisdiction. Accordingly, copies of the
Offer Document, the Form of Acceptance and any related or accompanying document
are not being, and must not be, directly or indirectly, mailed, distributed,
forwarded, transmitted or otherwise sent, in whole or in part, in, into or from
the United States, Canada, Japan or any Prohibited Jurisdiction, and persons
receiving this Announcement (including, without limitation, custodians, nominees
and trustees) must not distribute, mail, transmit, forward or send it in, into
or from the United States, Canada, Japan or any Prohibited Jurisdiction. Doing
so may render invalid any purported acceptance of the Offer. Persons receiving
the Offer Document, the Form of Acceptance or any related or accompanying
document (including custodians, nominees and trustees) should not distribute,
mail, transmit, forward or send them or any of them in, into or from the United
States, Canada, Japan or any Prohibited Jurisdiction or use such mails or any
such means, instrumentality or facility for any purpose related to the Offer.



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