Shopping Centre Partnership

Capital & Regional PLC
25 January 2002


Capital & Regional plc

25 January 2002


CAPITAL & REGIONAL AND MORLEY FORM A £670 MILLION SHOPPING CENTRE PARTNERSHIP

                                                           For immediate release

SUMMARY


•        Capital & Regional plc ('Capital & Regional' or the 'Company') has
exchanged contracts for the sale of all eight of its shopping centres for £467
million to The Mall Limited Partnership (the 'Mall Fund'), a new £670 million
fund to be formed with clients of Morley Fund Management Limited ('Morley').
Clients of Morley will sell three shopping centres to the Mall Fund for a total
consideration of £189 million.


•        Capital & Regional and clients of Morley will each invest £170 million
in return for a 50 per cent. stake in the Mall Fund.


•        Capital & Regional will act as property and asset manager to the Mall
Fund with Morley acting as fund manager.


•        The creation of the Mall Fund is in line with Capital & Regional's
stated strategy and is intended to enable the Company to leverage its equity and
management expertise across a larger number of properties.


•        In view of its size in relation to Capital & Regional, this transaction
is conditional upon the approval of Capital & Regional shareholders.


•        Capital & Regional intends to return £50 million of capital to
shareholders following the completion of the transaction.


•        A circular containing further details of the transaction and convening
an Extraordinary General Meeting will be sent to Capital & Regional's
shareholders shortly.



Martin Barber, Chief Executive of Capital & Regional, commented:

'Morley is a leading asset manager with over £100 billion under management.  We
are delighted to be forming this fund with such a strong partner well placed to
attract additional investors.  We have enormous opportunities to grow the fund
and deliver excellent returns to our shareholders as we leverage our skills and
capital across a much larger asset base.'


Ian Womack, Head of Property at Morley, commented:

'We believe that the powerful combination of C&R's proven shopping centre
management skills and our fund management expertise should ensure that the fund
generates excellent returns and make it very attractive to new investors.  Our
strategy is to grow to a value of at least £2 billion and we are convinced that
this can be achieved given the strong management teams that have been brought
together with the creation of the Mall Fund.'

Credit Suisse First Boston (Europe) Limited and UBS Warburg Ltd. are acting as
financial advisers and corporate brokers to Capital & Regional.

DTZ Debenham Tie Leung  advised Capital & Regional with regard to property
aspects of the transaction and are retained as valuers to the Mall Fund


This summary should be read in conjunction with the full text of the following
announcement.


ENQUIRIES


Capital & Regional                               Telephone: [phone]
Martin Barber


Morley Fund Management                           Telephone: [phone]
Ian Womack


Hudson Sandler                                   Telephone: [phone]
Michael Sandler / Andrew Hayes / Wendy Baker

Credit Suisse First Boston (Europe) Limited      Telephone: [phone]
Mark Seligman

UBS Warburg Ltd.                                 Telephone: [phone]
Tim Guest



For immediate release
                                       25 January 2002


CAPITAL & REGIONAL AND MORLEY FORM A £670 MILLION SHOPPING CENTRE PARTNERSHIP



Introduction

Capital & Regional plc ('Capital & Regional' or the 'Company') announces today
that the Capital & Regional Group (the 'Group') has entered into agreements with
Morley Fund Management Limited ('Morley'), a member of the CGNU group of
companies, and its clients to form The Mall Limited Partnership (the 'Mall Fund
'), a new property fund focused on in town covered shopping centres which will
initially be owned jointly by the Group and clients of Morley.

The Group will sell all eight of its shopping centres to the Mall Fund for a
total consideration of £467 million. Clients of Morley will sell three shopping
centres to the Mall Fund for a total consideration of £189 million. From their
respective proceeds, under the terms of the agreements, the Group and clients of
Morley will each pay £170 million in return for a 50 per cent. stake each in the
Mall Fund. The remaining consideration of £297 million due to the Group will be
received in cash.

The creation of the Mall Fund is in line with Capital & Regional's stated
strategy and is intended to enable the Company to leverage its equity and
management expertise across a larger number of properties to generate greater
value for shareholders. The Group will, going forward, receive income both from
management fees on all the properties within the Mall Fund and from
distributions from the Mall Fund (which will inter alia be dependent on the
level of rental income from the properties within that fund). The Group will
also benefit, although indirectly, from capital increases in the value of the
properties within the Mall Fund, as such increases are expected to increase the
value of the Group's investment in that fund.

In view of its size in relation to Capital & Regional, this transaction is
conditional upon the approval of shareholders. A circular containing further
details of the transaction and convening an Extraordinary General Meeting will
be sent to Capital & Regional's shareholders shortly.

Background to and reasons for the proposed transaction

(a)   Capital & Regional's strategy

In line with its stated strategy, Capital & Regional has over the past few years
been changing from a diversified property investment company to a focused owner
and manager of three types of property. Over the past two years some £286
million of non core assets have been sold.

The three property types which the Company is focusing on are:

•      In town covered shopping centres, which will be branded as The    Mall;

•      Out of town major retail parks, which will be branded as The
Junction; and

•      Retail and leisure complexes branded as Xscape.

In all these property types Capital & Regional has established highly
specialised separate management teams, with the aim that each team should be a
leader in its field. Morley has acknowledged the strength and depth of the
Company's management in both retail parks and shopping centres.

Consistent with specialisation in these three property types, the Company's
strategy has also been to enter into joint ownership arrangements in order to
leverage its management expertise to generate greater value for shareholders.
Shareholders may recall that the Company announced on 4 October 1999 that it was
in discussions regarding the establishment of a fund to invest in shopping
centres. On that occasion the discussions did not lead to the creation of such a
fund.

Further, as stated in the Chairman and Chief Executive's Review in the
Preliminary Results announcement dated 20 March 2001:

'We are convinced that joint ownership is attractive for investors and Capital &
Regional. Investor partners can harness our skills in these management-intensive
sectors of the property investment and development market. Using this approach,
Capital & Regional leverages its equity and management to produce higher returns
to shareholders. Over the years, Capital & Regional has had highly successful
partnerships.'

(b)   Retail Park Investment Fund now branded 'The Junction'

The Group entered into a separate transaction announced on 29 November 2001 to
form a retail park investment fund with Morley ('the Retail Park Investment Fund
'), initially with total assets of £336 million. Under the terms of the
transaction, the Group transferred six of its retail parks into the Retail Park
Investment Fund for a consideration of £165 million (of which £14 million was
deferred). Of these proceeds £85 million has been re-invested in that fund. The
Group is the property and asset manager for the Retail Park Investment Fund and
has taken a 50 per cent. interest in that fund. Clients of Morley have
transferred five of their retail parks into the Retail Park Investment Fund for
a consideration of £171 million. Morley is the fund manager of the Retail Park
Investment Fund and clients of Morley have also invested £85 million and taken
the other 50 per cent. interest in that fund.

On 3 January 2002 the formation of the Retail Park Investment Fund was completed
and it is now branded as 'The Junction'.

(c)   The Mall Fund

The Group is now proposing to enter into a second fund, the Mall Fund, again
with clients of Morley as its investment partner, but this time with the Group
and clients of Morley contributing portfolios of shopping centres.

The Board of Directors of Capital & Regional (the 'Board') believes that the
proposed transaction will provide the following benefits:

•    Through this transaction the Group will manage additional properties
     with good growth potential. The Group will earn management fees
     from both its former wholly owned properties and the properties 
     contributed to the Mall Fund by clients of Morley;

•    The Board believes that the Company will achieve, through both the
     receipt of management fees and its participation in the Mall Fund, a
     higher return from each pound of invested capital in the Mall Fund than 
     that achieved from each pound invested had the Group's shopping centres 
     continued to be directly owned;

•    The proposed transaction will increase the financial flexibility of the
     Group, facilitating both the return of capital to shareholders and
     further investment in the Group's other activities; and

•    The Board believes that the proposed transaction should lead over
     time to an improvement in the Company's stock market rating as the
     benefits of the Company's overall strategy continue to be   demonstrated 
     and, in particular, as the investor community reappraises the Company as a
     result of the fee income generated from   both the Mall Fund and the 
     Retail Park Investment Fund.

Description of the Mall Fund

The Group and Morley have agreed to establish the Mall Fund,  for the purposes
of acquiring, developing and managing in town covered shopping centres, to be
branded as 'The Mall', for investment purposes. The Mall Fund will be a UK
limited partnership and will initially be 50 per cent. owned by the Group and 50
per cent. owned by clients of Morley.

As at 25 December 2001, the Group's shopping centres were valued at £463
million. The consideration payable by the Mall Fund to the Group will be £467
million, which also includes (i) a property acquired by the Group since 25
December 2001, which will be sold by the Group valued at cost of £3 million, and
(ii) the reimbursement to the Group of deferred consideration on a property
being sold of £1 million, payable by the Group prior to completion.  The
shopping centres being transferred by clients of Morley were valued as at 25
December 2001 at £189 million. The value of the property assets of the Mall Fund
on completion of the proposed transaction will therefore be £656 million. The
Mall Fund portfolio will initially comprise 11 shopping centres. For the year
ended 25 December 2000 the net rental income for the Company's shopping centres
was £32 million. The Mall Fund portfolio will have a net annual rent of £51
million.

The Mall Fund will have initial funding of £670 million comprising an investment
of £170 million each by the Group and by clients of Morley and an initial debt
facility of £330 million, which will be non-recourse to the Group.  In addition
the Mall Fund will have a rolling development facility of up to £5 million.
Both facilities will be made available to the Mall Fund by Bank of Scotland.
External borrowings of the Mall Fund are not expected to exceed 60 per cent. of
the value of the Mall Fund's assets during the life of the Mall Fund.

The Mall Fund will have a minimum term of 10 years, extendable for a further 5
years.  At the end of its life, the Mall Fund would be wound up and surplus
assets distributed to its partners.

Morley will be the fund manager of the Mall Fund and Capital & Regional Property
Management Limited will be the property and asset manager of the Mall Fund.

The strategy of the Mall Fund is to seek further investors and to add further
properties to the Mall Fund's portfolio.

Details of the proposed transaction

Subsidiaries of Capital & Regional have agreed to sell the Group's shopping
centres to the Mall Fund for a consideration of £467 million. The Group has
agreed to reinvest part of the proceeds by taking a 50 per cent. interest in the
Mall Fund for a consideration of £170 million. The remaining sale consideration
of £297 million due to the  Group will be received in cash.

The Group's initial capital investment in the Mall Fund will be £170 million.
The Group will be permitted to sell down its interest provided that it retains
an interest to the value of £50 million. Clients of Morley have also agreed to
take a 50 per cent. stake in the Mall Fund for a consideration of £170 million
and to sell three shopping centres to the Mall Fund for a consideration of £189
million. The investment and sale by clients of Morley and the  Group are
inter-conditional.

If the proposed transaction is not approved by Capital & Regional shareholders,
the Company will be responsible for Morley's costs up to a maximum of £2
million.

Management Agreement

As described above, Capital & Regional Property Management Limited will also be
appointed to manage the properties of the Mall Fund on a day-to-day basis and to
provide property investment advice to the Mall Fund under a property and asset
management agreement  (the 'Property and Asset Management Agreement'), which
will be for the life of the Mall Fund unless terminated in accordance with its
terms.  Further details of the Property and Asset Management Agreement are
contained in the appendix.

As remuneration for its services under the Property and Asset Management
Agreement, Capital & Regional Property Management Limited will be entitled, as
described below, to (i) an annual management fee, (ii) performance fees and
(iii) other management fees.

Capital & Regional Property Management Limited will be entitled to an annual
management fee based on the value of the properties to be managed under the
Property and Asset Management Agreement being the aggregate of 0.5 per cent. of
the value of the properties up to £500 million, 0.35 per cent. of the value of
the properties from £500 million to £1 billion and 0.2 per cent. of the value of
the properties in excess of £1 billion.

Performance fees are calculated by reference to the financial performance of the
Mall Fund measured against the Investment Property Databank index for all
shopping centres (the 'Benchmark Index').   The Company becomes eligible for
performance fees if the internal rate of return of the Mall Fund on a geared
basis exceeds the higher of 12 per cent. and the return on the Benchmark Index
plus 1 per cent. The performance fees are based on a percentage, varying between
15 per cent. and 25 per cent., of the excess income and capital returns of the
Mall Fund above the performance hurdle.  The performance fees are calculated on
the basis of the Mall Fund's rolling three year average performance.  There are
transitional provisions in respect of the opening and closing periods.  In
addition, there are circumstances in which the performance fees can be clawed
back or may not be payable notwithstanding the above.

The Company is also entitled to other management fees as follows:

•      to retain all management fees recovered from tenants;

•      fees on the grant of leases of the aggregate of 8 per cent. of the first
       annual rent reserved up to £500,000, 6 per cent. of the next £500,000
       and 4 per cent. of any balance after deducting tenant incentives and
       on the renewal of leases and on rent reviews the aggregate of 5 per
       cent. of the first revised annual rent reserved up to £1 million and 3.5
       per cent. of any balance. If third party surveyors or agents are
       employed the fee is reduced to a maximum of 50 per cent. of these
       amounts. No fee will be payable where the rent increase is less than 5     
       per cent.;

•      fees on lease surrenders to be agreed by the fund manager on a case
       by case basis;

•      fees in respect of income other than rent generated from the
       properties (including car parking income) to be agreed by the fund
       manager on a case by case basis;

•      procurement fees for new properties acquired by the Mall Fund which
       are to be agreed with the fund manager of the Mall Fund on a case by case
       basis;

•      financing fees to be first approved and agreed by the fund manager of
       the Mall Fund; and

•      project co-ordinators' fees of 1.5 per cent. of all sums payable to
       building contractors and related professional fees in connection with the
       development, refurbishment and renewal/repairs outside the service charge
       of any of the properties.

Use of proceeds, including return of capital, and financial effects of the
proposed transaction

The net proceeds from the proposed transaction will be used initially to reduce
debt of the Group.  The Company intends, subject to any necessary shareholder
approvals, to return £50 million of capital to shareholders following the
completion of the Mall Fund.

An unaudited pro forma statement of consolidated net assets, for illustrative
purposes only, has been prepared to reflect the proposed transaction as if it
had occurred on 24 June 2001, and is attached as an appendix.  On this pro forma
basis the Group's fully diluted net assets per share would have reduced from
361.8p to 340.0p.  On the same basis, the reduction of the Group's 'triple net'
assets per share would have been 1.2p (from 329.6p to 328.4p); the amount of the
reduction being mitigated by the tax benefit of retained capital allowances of
£12 million on the disposal.  The pro forma statement excludes the impact of the
proposed return of capital to shareholders.

The pro forma statement of consolidated net assets also shows that, reflecting
the proposed transaction, the Group's pro forma gearing would, assuming the
conversion of all the Company's convertible unsecured loan stock to equity, have
reduced from 137 per cent. to 26 per cent.

Information on Morley

Morley is the UK based asset management arm of CGNU with over 30 years
experience in managing segregated and pooled accounts for a wide and diverse
range of clients. Morley manages over £104 billion of assets from investment
offices in London, Boston, Tokyo and Singapore with well-established
capabilities in all major asset classes and all major markets around the world.

The establishment, operation and winding up of the Mall Fund constitute '
regulated activities' for the purposes of the Financial Services and Markets Act
2000 ('FSMA'). Consequently, these activities must be conducted by a person
authorised under the FSMA. Accordingly, Morley which is regulated by the
Financial Services Authority, is appointed as operator under the Fund Manager's
Agreement to carry out all such activities.


ENQUIRIES


Capital & Regional                                Telephone: [phone]
Martin Barber

Morley Fund Management                            Telephone: [phone]
Ian Womack

Hudson Sandler                                    Telephone: [phone]
Michael Sandler / Andrew Hayes / Wendy Baker

Credit Suisse First Boston (Europe) Limited       Telephone: [phone]
Mark Seligman



UBS Warburg Ltd.
Telephone: [phone]

Tim Guest



Credit Suisse First Boston (Europe) Limited, which is regulated in the United
Kingdom by The Financial Services Authority, is acting for Capital & Regional
and for no one else in connection with the matters referred to herein and will
not be responsible to anyone other than Capital & Regional for providing the
protections afforded to customers of Credit Suisse First Boston (Europe) Limited
nor for providing advice in relation to the matters referred to herein.



UBS Warburg Ltd., a wholly owned subsidiary of UBS AG, which is regulated in the
United Kingdom by The Financial Services Authority, is acting for Capital &
Regional and for no one else in connection with the matters referred to herein
and will not be responsible to anyone other than Capital & Regional for
providing the protections afforded to customers of UBS Warburg Ltd. nor for
providing advice in relation to the matters referred to herein.






Appendix



1.         SUMMARY OF THE PROPERTY AND ASSET MANAGEMENT        AGREEMENT FOR THE
MALL FUND



Under the Property and Asset Management Agreement which is to be entered into on
completion of the Proposal, Capital & Regional Property Management Limited (the
'Property Manager') is to be appointed as the property manager and investment
adviser to the Mall Fund.

The appointment continues for so long as the Mall Fund continues (including any
extensions) and terminates on the later of the termination of the Mall Fund and
the sale of all of the properties. The Mall Fund has the right to terminate this
agreement in certain circumstances including:

•      illegal, fraudulent or dishonest acts by the Property Manager or
material defaults by the Property Manager;

•      a change of control of Capital & Regional plc (defined to be either 50
     per       cent. of its issued share capital being held by or on behalf of a
        single entity or group or 30 per cent. or more of its issued share
capital being held by or on behalf of a single entity or group if, in
addition, one half or more of its executive directors over the previous
12 months cease to be executive directors);

•      the Property Manager ceasing to be part of the Capital & Regional
    Group;

•      the Capital & Regional Group ceasing to have a minimum interest as
    limited partner in the Mall Fund of £50,000,000 but this         provision
ceases to apply if the Capital & Regional Group retires as           limited
partner in the Mall Fund at the expiration of the initial      term
expiring on 31 December 2011;

•      if the internal rate of return applied to the expenditure and receipts on
        the properties owned by the Mall Fund, on an ungeared basis in
any three year rolling period, is less than that calculated by the
Investment Property Databank index for All Shopping Centres;

•      by six months written notice given by 30 June 2011, if the Capital &
      Regional Group retires as limited partner in the Mall Fund at the
expiration of the initial term expiring on 31 December 2011.

The Property Manager also has the right to terminate this agreement at the
expiration of the initial term.

During the continuance of the Property and Asset Management Agreement, the
Property Manager is obliged to procure that all companies in the Capital &
Regional Group and any connected persons or companies will not acquire a legal
or beneficial interest in any qualifying shopping centres unless the Property
Manager has recommended (with such caveats as it considers appropriate if it
considers the property is not suitable for the Mall Fund) the purchase of the
property and the fund manager has not approved the purchase within ten working
days, and in such event a company within the Capital & Regional Group or any
connected person or company may acquire the relevant property on materially the
same terms within a period of six months.

The Property Manager shall be responsible for matters in relation to employees
at the properties it manages.  The Property Manager indemnifies the Mall Fund
against liabilities arising from the employment of certain employees and others
who claim to have been transferred to the employment of the Mall Fund or the
Property Manager as a result of the sale of the properties by the Capital &
Regional Group.  The Mall Fund indemnifies the Property Manager against
liabilities arising from employment related claims by certain employees other
than where such claims arise from the negligence, incompetence or fault of the
Property Manager.  On termination of this agreement the Property Manager shall
indemnify the Mall Fund (and in certain circumstances any successor property
manager) in respect of liabilities arising from employment related claims in
connection with such termination by:

•      persons who claim to have been transferred to the employment of the
   Mall Fund or any successor property manager (other than those
employees whose names have been notified to the Mall Fund         in
accordance with the agreement);

•      employees whose claims arise from the negligence, incompetence or
   fault of the Property Manager prior to the termination; and

•      any head office staff on the basis that they are or may be an employee
     of the Mall Fund, the fund manager or any successor property
manager as a result of the provisions of this agreement or its
termination.

All obligations of the Property Manager under this agreement are guaranteed by
Capital & Regional.

As remuneration for its services, the Property Manager is entitled to the
following fees:

•      to retain all management fees recovered from tenants;

•      an annual management fee based on the value of the properties to be
    managed under the Property and Asset Management Agreement        being the
aggregate of 0.5 per cent. of the value of the properties up           to £500
million, 0.35 per cent. of the value of the properties from         £500 million
to £1 billion and 0.2 per cent. of the value of the         properties in excess
of £1 billion;

•      fees on the grant of leases of the aggregate of 8 per cent. of the first
           rent reserved up to £500,000, 6 per cent. of the next £500,000 and 4
        per cent. of any balance after deducting tenant incentives and on the
        renewal of leases and on rent reviews the aggregate of 5 per cent. of
      the first rent reserved up to £1 million and 3.5 per cent. of any
balance. If third party surveyors or agents are employed the fee is
reduced to a maximum of 50 per cent. of these amounts. No fee will          be
payable where the rent increase is less than 5 per cent.;

•      fees on lease surrenders to be agreed by the fund manager on a case
    by case basis;

•      fees in respect of income other than rent generated from the
properties (including car parking income) to be agreed by the fund
manager on a case by case basis;

•      procurement fees which are to be agreed with the fund manager on a
   case by case basis;

•      financing fees to be first approved and agreed by the fund manager;

•      project co-ordinators fees of 1.5 per cent. of all sums payable to
building contractors and related professional fees in connection with       the
development, refurbishment and renewal/repairs outside the       service charge
of any of the properties;

PERFORMANCE FEE

•      a performance fee calculated by reference to the financial   performance
of the Mall Fund measured against the Investment Property Databank index for All
Shopping Centres ('Shopping        Centre IPD') in specific 'Performance Periods
' (as described below);

•      for a performance fee to be payable in respect of a Performance
Period, the Partnership IRR (as described below) must exceed

(S)         the internal rate of return as calculated by the Investment Property
Databank expressed as a percentage per annum for All Shopping Centres (the '
Benchmark') plus 1 per cent.; and

(S)         12 per cent.,

        over the Performance Period to which it relates, but then is only
payable to the extent that payment of the performance fee and   payment of the
fund manager's performance fee will not result in the      Partnership IRR
(including within such calculation performance fees       payable or repayable)
falling below the Benchmark plus 0.5 per cent. over the relevant Performance
Period;

•      the Partnership IRR is the discount rate expressed as a percentage per
    annum that when applied to the expenditure and receipts of the Mall
Fund (excluding the Property Manager's and fund manager's         performance
fees), on a geared basis, over a given period produces a    net present value of
zero;

•      the first Performance Period is from 1 March 2002 to 31 December
2002; the second is for the period from 1 March 2002 to 31         December
2003; the third is for the period 1 March 2002 to 31     December 2004; the
fourth is from 1 January 2003 to 31 December      2005 and thereafter
Performance Periods are on a three year rolling   basis.

•      performance fees are calculated by reference to the net asset value of
      the Mall Fund at the beginning of each Performance Period
(adjusted to take account of increases or decreases of capital, loans or
advances by the limited partners during the Performance Period).          The
fee payable in respect of each Performance Period is one third of        15 per
cent. of the amount by which the Partnership IRR exceeds the         higher of
Shopping Centre IPD (expressed as a percentage) plus 1 per       cent. and 12
per cent. per annum, (the 'first threshold') with an         additional
one-third of 5 per cent. of the amount by which the         Partnership IRR
exceeds the higher of Shopping Centre IPD plus 3       per cent. and 14 per
cent. per annum, together with an additional one-         third of 5 per cent.
of the amount by which the Partnership IRR         exceeds the higher of
Shopping Centre IPD plus 5 per cent. and 16           per cent. per annum.

•      the performance fee is payable eleven months in arrears so that, for
       example, for the Performance Period from 1 March 2002 to 31
December 2003, it is payable on 1 December 2004.

•      for the last year of this agreement an additional performance fee is also
payable.

•      where any Performance Period does not comprise complete calendar
years, adjustments are to be made.

•      if the calculation of the first threshold (other than in the first
      Performance Period) results in a negative figure, then there is a
clawback provision so that the Property Manager is required to repay       to
the Mall Fund the negative amount up to a maximum of the    amount of
performance fees paid to the Property Manager for the          previous two
years (except in 2004 when it shall only relate to the          previous year)
of the relevant Performance Period.

The above fees are exclusive of VAT.






2.     MALL FUND SUMMARY
                                                Area (sq ft)   Rent (£m)     ERV (£m)
MORLEY PROPERTIES
Bexley Heath                                       395,000     4.5           7.1
Ilford                                             355,000     5.8           6.1
Edgware                                            195,000     3.6           3.7
CAPITAL & REGIONAL PROPERTIES
Aberdeen                                           200,000     3.2           3.6
Barnsley                                           170,000     2.0           2.4
Birmingham                                         300,000     9.8           11.2
Epsom                                              358,000     5.0           6.1
Falkirk                                            170,000     4.0           4.6
Romford                                            320,000     2.0           2.9
Walthamstow                                        281,000     3.5           4.3
Wood Green                                         670,000     7.5           9.6
Totals                                            3,414,000    50.9          61.6



3.     JUNCTION FUND SUMMARY
                                                Area (sq ft)   Rent (£m)     ERV (£m)
MORLEY PROPERTIES
Leeds                                              140,000     0.7           1.4
Leicester                                          169,000            2.0    2.4
Maidstone                                          160,000            2.7    3.0
Oxford                                             138,000            1.6    2.0
Sheffield                                          221,000            2.4    3.3
CAPITAL & REGIONAL PROPERTIES
Aylesbury                                           94,000            0.6    0.8
Beckton                                            192,000            1.0    2.9
Hull                                               272,000            1.1    3.8
Renfrew                                            243,000            2.6    3.0
Oldbury                                             37,000            0.1    0.1
Wembley                                            259,000            1.6    2.7
Totals                                            1,925,000         16.4     25.4



4.         PRO FORMA STATEMENT


Part 2 to follow

END


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