GPG Underwriting of Tower

Guinness Peat Group PLC
20 September 2006



                         TOWER LTD REGIONAL SEPARATION


                            GUINNESS PEAT GROUP plc


                                  ANNOUNCEMENT



Guinness Peat Group plc ("GPG") announces that, pursuant to the proposed
regional separation recently announced on the New Zealand and Australian Stock
Exchanges by Tower Limited ("Tower") of its businesses in those countries, GPG
has entered into an underwriting agreement with Andric Pty Limited (to be
re-named Tower Australia Group Limited) ("TAL") and Tower.  The separation
proposal and the underwriting agreement are subject to approval by Tower's
shareholders. The underwriting agreement is also conditional upon a number of
matters, including obtaining all necessary regulatory approvals to entitle GPG
to hold any shares acquired pursuant to the underwriting agreement.

GPG has a 19.8% shareholding in Tower, and on the separation will hold the same
percentage of TAL's initial share capital.  As part of the funding arrangements
for its purchase of the Australian businesses from Tower, TAL will offer 100
million additional shares at a price of A$1.60 (64 pence) per share to its
initial shareholders on the basis of 0.4269 new TAL shares for every 1 TAL share
held.  GPG has agreed to underwrite (or procure the underwriting of) these new
shares to the extent that these are not taken up by TAL's shareholders.  GPG has
agreed to take up its own entitlement in full.

As a consequence of these transactions, GPG will maintain a minimum shareholding
of 19.8% of TAL.  If no entitlements were exercised by TAL shareholders other
than GPG, and GPG acquired all the new shares not taken up by other TAL
shareholders pursuant to the underwriting agreement, GPG would then hold
approximately 146.4 million TAL shares or 43.8% of the issued TAL share capital.
  In such event, the cost to GPG (of exercising its entitlements and acquiring
the TAL shares not taken up by other TAL shareholders) would be A$160 million
(£63.9 million).  GPG will be paid an underwriting fee of A$2.8 million (£1.2
million).

TAL has applied for a listing on the Australian Stock Exchange.  Based on the
various assumptions more particularly set out in the Scheme Book (see below), on
a pro forma basis, the TAL businesses had total operating revenue of A$560.3
million (£223.9 million) for the year ended 30 September 2005 and a profit
before tax of A$60.9 million (£24.3 million) for that period.

A copy of Tower's announcement in respect of this transaction, as well as a copy
of the Scheme Book (which is an explanatory memorandum of the proposed
separation as well as an investment statement under New Zealand law and a
prospectus under the Australian Corporations Act), can be found on the
Australian Stock Exchange website at www.asx.com.au.

J R Russell

Company Secretary



20 September 2006


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