Acquisition

Capital & Regional PLC
19 December 2002

                                                                19 December 2002


CAPITAL & REGIONAL ACQUIRES FUND MANAGEMENT BUSINESS OF MARYLEBONE WARWICK
BALFOUR FOR £30.2 MILLION


Capital & Regional plc ("Capital & Regional") announces that it exchanged
contracts today for the acquisition of the fund management business of
Marylebone Warwick Balfour Group plc ("MWB").

MWB's fund management business concentrates on the acquisition and management of
commercial leisure properties. It manages three separate funds that own
commercial leisure properties with a total value of £500m as at 30th June 2002.
In addition to managing the limited partnership funds, the division also owns
equity interests and carried interests in the three funds, as well as deferred
fund management fees.

The total consideration of £30.2m will be paid in cash at completion.  The
acquisition is expected to complete in January 2003.

For the 12 months to 30 June 2002, MWB's fund management business contributed
earnings before interest, tax, depreciation and amortisation ("EBITDA") of £2.5
million. Capital & Regional is acquiring this earnings stream for £13.3 million.
It is also acquiring MWB's related equity interests in the three funds, together
with the rights to deferred fund management fees and carried interests, valued
at £16.9 million.

Martin Barber, Capital & Regional's Chief Executive, said:

"This is an exciting acquisition for the Group as we continue with our growth
strategy as a co-investing asset manager.  It adds a third leg to our fund
management business and complements our existing Xscape leisure business led by
PY Gerbeau. We have experience in this sector which we believe will enable us to
achieve excellent returns for the fund investors and for our shareholders.  We
also believe that the scale of the portfolio will enable us to create value from
branding and other non-traditional activities to enhance returns."

PY Gerbeau, Xscape's CEO said :

"I am looking forward to welcoming the management team on board, and to
capitalising on the formidable synergies between the Xscape projects and the MWB
portfolio."


Contact:



Capital & Regional plc
Martin Barber - Chief Executive           020 7932 8000


Notes to Editors:


 1. MWB's fund management business manages three funds: MWB Leisure Funds I, IIA
    and IIB

 2. The funds own 18 commercial leisure properties comprising approximately
    3,000,000 sq ft with an average rent of £11.50 per sq ft.

 3. The properties owned by the funds are as follows:

•         Fountain Park, Edinburgh

•         Star City, Birmingham

•         West India Quay, Docklands

•         O2, Swiss Cottage

•         Boldon Leisure Park, Tyne & Wear

•         Weyside Square Leisure Park, Guildford

•         Lockmeadow Leisure Park, Maidstone

•         Tower Park Leisure Park, Poole

•         Bentley Bridge Leisure Park, Wolverhampton

•         Great North Leisure Park, North Finchley

•         Parrs Wood Manchester

•         Riverside, Norwich

•         Eureka Leisure Park, Ashford

•         Grants, Croydon

•         Fiveways, Birmingham

•         Giffnock, Glasgow

•         Cannons, St Albans



 4. The acquisition comprises the following elements:

•         Management contracts with each fund run by MWB's specialist leisure team

•         Limited Partner stakes in Fund I (13.1%), Fund IIA (5.7%) and Fund IIB
         (7.1%), which comprise the direct investment and commitments made by MWB 
          in the funds

•         Carried interests in Funds I, IIA and IIB which comprise MWB's
          priority return from each of the funds 

•         Equity stakes in the General Partners of Funds I, IIA, and IIB.


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