Fthr re Offer

Dunedin Enterprise Inv Trust PLC
16 May 2001


RECOMMENDED OFFER BY CAZENOVE ON BEHALF OF DUNEDIN ENTERPRISE INVESTMENT TRUST
                           PLC FOR GROUP TRUST PLC


                   VARIATION OF LEGAL & GENERAL IRREVOCABLE


Dunedin Enterprise Investment Trust announces that it has agreed with Legal &
General that they will vary Legal & General's irrevocable undertaking to
accept Dunedin Enterprise's offer for Group Trust set out in the offer
document dated 3 May 2001. This variation is in respect of Legal & General's
election for cash under the Offer. Legal & General will now elect for cash
under the Partial Cash Alternative (as defined in the offer document) in
respect of only 2,086,344 shares in Group Trust, equal to approximately 7 per
cent. of its shareholding in Group Trust. Legal & General will only make an
Additional Cash Election (as defined in the offer document) to the extent that
valid elections received from other Group Trust shareholders amount to less
than the £7,500,000 cash available.

This will enable other Group Trust shareholders that wish to receive cash of
58 pence per Group Trust share to do so in respect of at least 40 per cent. of
their shares by electing in full for the Partial Cash Alternative and the
Additional Cash Election.

As a result of this variation, Legal & General's holding in Dunedin Enterprise
following completion of the Offer will be some 29 per cent.



Enquiries

Angus Gordon Lennox / Richard Locke

Cazenove

020 7588 2828

David Rough

Legal & General

020 7528 6570


Cazenove, which is regulated by The Securities and Futures Authority Limited,
is acting exclusively for Dunedin Enterprise Investment Trust PLC in relation
to the Offer and will not be responsible to any other person for providing
protections afforded to customers of Cazenove or for advising any other person
in relation tot he Offer. Cazenove has approved this announcement as an
investment advertisement solely for the purpose of section 57 of the Financial
Services Act 1986.