Capital Reorganisation

Billam PLC
18 November 2003


                                   Billam Plc
                          ('Billam' or the 'Company')

Consolidation of Share Capital, authority to increase share capital and allot
shares, also proposal for free Share Dealing Service for Small Shareholders

Billam today announces that it has convened an Extraordinary General Meeting to
be held on 12 December to consider and, if thought fit, to pass resolutions for:

- A consolidation of the Company's ordinary share capital on the basis of one
New Ordinary Share of 10p for every 100 Existing Ordinary Shares of 0.1p.

- An increase in the authorised share capital from £2,000,000 to £4,000,000 and
the renewal of authority to allot shares.

Victor Beamish, Chairman, commented: 'We believe the Proposed Consolidation
being announced today should assist in improving the attractiveness of Billam
shares, through a combination of the increased price per share and a reduction
in the bid / offer spread.'

Subject to approval of the resolutions we propose to offer a free dealing
service for shareholders who own fewer than 100,000 Existing Ordinary Shares to
allow them to sell their shares free of commission and other dealing costs.  We
believe this service will be attractive to certain shareholders and will also
assist the Company in reducing its administrative costs.'

Further details follow below:

Consolidation of Share Capital

The Company's authorised ordinary share capital comprises ordinary shares of
0.1p each (the 'Existing Ordinary Shares') of which 1,567,231,200 are currently
in issue.

The Directors consider that a consolidation of the Company's ordinary shares
should assist in improving such shares' attractiveness, through the increase in
the price of each share which is expected to result, and potentially lead to a
relative reduction in the bid / offer spread price of a share.  Accordingly, it
is proposed that every 100 Existing Ordinary Shares be consolidated (the
'Consolidation') into one new ordinary share of 10p (New Ordinary Share).

Assuming no further shares are issued between the date of this circular and the
Consolidation becoming effective, the issued share capital would comprise
15,672,312 New Ordinary Shares following the Consolidation.  The New Ordinary
Shares would have the same rights, including voting and dividend rights, as the
Existing Ordinary Shares.

As a result of the Consolidation, the exercise price and number of shares in
respect of which options may be exercised under the Company's share option
schemes would be adjusted in accordance with the rules of the relevant schemes.

Assuming that the Consolidation is approved, it is expected to become effective,
and trading in the New Ordinary Shares is expected to commence, on AIM on 15
December 2003.  Following approval of the Consolidation, share certificates
would not be called in but would continue to be accepted with transfers of New
Ordinary Shares.  Share certificates in 10p form will be issued as and when
transfers are registered.  For shareholders who hold shares through the CREST
system, the New Ordinary Shares are expected to be credited to CREST accounts by
15 December 2003.

Fractional Entitlements
Holders of fewer than 100 Existing Ordinary Shares would not be entitled to
receive New Ordinary Shares under the Consolidation.  Shareholders with a
holding of Existing Ordinary Shares which is greater than 100 but which is not
exactly divisible by 100 would have their entitlement rounded down to the
nearest whole number.  Fractional entitlements would be aggregated and sold in
the market for the benefit of the Company except that any net proceeds after
deduction of the expenses of sale in excess of £1 would be distributed to the
shareholders entitled thereto.

Free Dealing Service for Small Shareholders
Subject to the Consolidation being approved the directors intend to offer a
limited opportunity for shareholders who own less than 100,000 Existing Ordinary
Shares of 0.1 pence to sell their shareholding with no dealing costs. This is to
enable shareholders who would find it uneconomic to sell shares because of
commissions and other dealing costs to realise their holding for cash at the
best price reasonably obtainable in the market, free of commissions and other
dealing costs. Assuming the consolidation is approved, eligible shareholders
should expect to receive details in early January.

Extraordinary General Meeting
An Extraordinary General Meeting of the Company has been convened for 10.00 am
on 12 December 2003 for the purpose of passing the resolution required for the
proposals described in this circular to take place.

Today, a circular is being sent to all shareholders in connection with the
Extraordinary General Meeting, copies of the circular are available free of
charge from the Company's office for a period of one month.

Set out below is a timetable which details the principal events relating to the
Consolidation.

Latest time and date for receipt of forms       10.00 am on 10 December 2003
of proxy

Extraordinary General Meeting                   10.00 am on 12 December 2003

Dealings in New Ordinary Shares to               8.00 am on 15 December 2003
commence on AIM

CREST accounts credited in respect of the       15 December 2003
New Ordinary Shares and any payments due by

Enquires:

Billam Plc
Angus Forrest 020 7336 1300




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