Global Offer of Burberry

GUS PLC
24 June 2002

Not for distribution in the United States, Canada, Australia or Japan





                                                                    24 June 2002



                            Global Offer of Burberry


                          Announcement of Price Range



GUS plc (GUS) confirms today its intention to seek a listing for shares in
Burberry Group plc (Burberry) on the London Stock Exchange by way of a global
offer to institutions.



Highlights



-          Indicative price range of 230p to 290p per share, valuing the equity
           of Burberry at £1.15bn to £1.45bn.



-          Free float of up to 25% of issued share capital.



-          Net proceeds of £282m at the mid-point of the price range.



-          Conditional dealings expected to commence on 12 July 2002.



-          Burberry has strong business momentum with multiple growth
           opportunities by product, channel and region.



-          Double-digit revenue growth in retail stores in the first 11 weeks of
           the current financial year.  As previously announced, Wholesale order
           book for the Autumn/Winter 2002 season broadly unchanged compared to 
           the prior year.





Rose Marie Bravo, Chief Executive of Burberry, commented:



'Burberry is a distinctive luxury brand with international recognition and broad
appeal. We have a rich heritage and uniquely British image. Burberry has strong
business momentum with multiple growth opportunities.  We look forward to
sharing our success with a wider group of investors.'









Enquiries


Burberry           Rose Marie Bravo      Chief Executive           0207 968 0000
                   Mike Metcalf          CFO and COO 
                   Matt McEvoy           Investor Relations

GUS                David Tyler           Finance Director          0207 495 0070
                   Fay Dodds             IR Director

Finsbury           James Murgatroyd                                0207 251 3801
                   Abigail Wyatt

Merrill Lynch      Bob Wigley            Investment Banking        0207 628 1000
                   Rupert Hume-Kendall   Equity Capital Markets

Morgan Stanley     Vanessa Whyte         Global Retail and Luxury  0207 425 5724
                                         Goods Group
                   John Porter           Equity Capital Markets    0207 425 3660







This announcement does not constitute an invitation to underwrite, subscribe for
or otherwise acquire or dispose of any GUS plc or Burberry Group plc shares.
Past performance is no guide to future performance and persons needing advice
should consult an independent financial adviser.



These materials are not for distribution in the United States, Canada, Australia
or Japan.  They are not an offer of securities for sale in the United States,
Canada, Australia or Japan.



Shares in Burberry Group plc are not being registered under the US Securities
Act of 1933 and have not and will not be offered or sold in the United States
absent registration or an exemption from registration.  No public offering of
securities is being made in the United States.



Merrill Lynch International and Morgan Stanley & Co. International Limited are
the Joint Sponsors and Merrill Lynch International and Morgan Stanley Securities
Limited are the Joint Global Co-ordinators and Joint Bookrunners for the Global
Offer.  Each of Merrill Lynch International, Morgan Stanley & Co. International
Limited and Morgan Stanley Securities Limited are advising Burberry Group plc
and GUS plc in relation to the Global Offer and no one else and will not be
responsible to anyone other than Burberry Group plc or GUS plc for providing the
protections afforded to their respective clients, nor for providing any advice
in relation to the Global Offer, the contents of this document or any
transaction or arrangement referred to herein.



Certain statements made in this announcement are forward looking statements.
Such statements are based on current expectations and are subject to a number of
risks and uncertainties that could cause actual results, performance or
achievements to differ materially from any expected future results, performance
or achievements in forward looking statements. Factors that might cause forward
looking statements to differ materially from actual results, performance or
achievements include, among other things, transactional and economic factors,
and specifically our ability to generate revenues from our recent and planned
acquisitions. Neither GUS plc nor Burberry Group plc assume any responsibility
to update any of the forward looking statements contained herein.





Burberry

Burberry is a distinctive luxury brand with international recognition and broad
appeal.  The company designs, sources, manufactures and distributes high-quality
apparel and accessories.  Founded in Basingstoke, England, in 1856, Burberry has
a unique heritage associated with Great Britain and positions itself as the
authentic British lifestyle brand.



Since the arrival of a new management team commencing in 1997, it has been
repositioning the Burberry brand in line with its luxury heritage.  The brand
was positioned to broaden its appeal to new customers whilst aiming to retain
its traditional clientele, building on widely recognised icons, such as the
signature trench coat, trademark check and Prorsum Equestrian Knight.



Burberry's competitive strengths and attributes are as follows:

-          distinctive luxury brand with international recognition and broad
           appeal;

-          unique history and positioning as the authentic British lifestyle
           brand;

-          highly successful merchandising and marketing strategy across both
           apparel and accessories;

-          diversified distribution channels and geographic profile;

-          proven international management team; and

-          strong business momentum with multiple growth opportunities by
           product, channel and region.



Burberry's strategy for continued growth is to:

-          nurture and evolve the Burberry brand;

-          promote the Burberry brand and image;

-          continue to develop and expand its product portfolio,

-          expand its directly operated store network;

-          selectively build wholesale distribution;

-          support growth in Japan; and

-          enhance operational capabilities.



In the year to March 2002, sales were £499m and EBITA was £90.3m, an increase of
17% and 31% respectively over the prior year.





Current trading and prospects

Burberry's retail operations have enjoyed double-digit revenue growth in the
first 11 weeks of the current financial year, excluding the benefit of the Asian
acquisitions completed in January 2002.  Continued progress is anticipated over
the full year, resulting from growth in existing stores, the directly operated
store opening programme and the impact of the Asian acquisitions as well as the
Korean transaction, which is expected to be completed on 1 July 2002.



As previously announced, Burberry anticipates that its wholesale order book for
the Autumn/Winter 2002 season will be broadly unchanged compared to the prior
year.  This expectation primarily reflects the effect of the current difficult
macro-economic environment on the luxury goods sector, and soft domestic demand
in Spain together with discussions between Burberry and its key trading partner
regarding the repositioning of Burberry's business in Spain.  These factors have
been offset by continued strong growth in the United States.



Japanese licence income in the current financial year should benefit from
further increases in volume and royalty rates, although this will be largely
offset by the depreciation of the Yen/Pound Sterling exchange rate. Other
licence income will be reduced as a result of the Asian acquisitions and by the
termination or absorption into Burberry's wholesale operation of certain product
licences.



Burberry anticipates that its operating margin in the current financial year
will be broadly stable.





Board structure

The Board of Directors of Burberry is:


Non-Executive Chairman      John Peace       (Group Chief Executive, GUS)


Chief Executive             Rose Marie Bravo


Chief Financial Officer     Michael Metcalf
and Chief Operating Officer


President Worldwide         Thomas O'Neill


Non-Executive Directors     Philip Bowman    (Group Chief Executive, 
                            Allied Domecq)

                            Guy Peyrelongue  (previously President and Chief
                            Executive, L'Oreal USA)

                            David Tyler      (Group Finance Director, GUS)




Use of proceeds

The expected net proceeds of the Global Offer will be used by Burberry to repay
inter-company borrowings from GUS, leaving Burberry with a net cash balance of
approximately £10m.  GUS will use the proceeds from Burberry to repay short-term
bank borrowings.





Structure of the Offer

The key Global Offer statistics are as below:


Price Range                                                         230p to 290p

Number of New Ordinary Shares in the Global Offer                         112.4m

Number of New Ordinary Shares subject to Over-allotment Option             16.9m

Number of ordinary shares in issue immediately following the Global Offer:
 - assuming the Over-allotment Option is not exercised                    500.0m
 - assuming the Over-allotment Option is exercised in full                516.9m

Market capitalisation of Burberry assuming an issue price for the ordinary 
shares at the mid-point of the Price Range                               £1,300m

Estimated net proceeds of the Global Offer receivable by Burberry 
based on the mid-point of the Price Range                                £281.8m



GUS will agree not to dispose of any additional shares in Burberry for a period
of at least 180 days following Admission of the Burberry shares to the London
Stock Exchange.





Timetable for the Offer

The expected timetable of principal events, subject to market conditions, is as
below:


Latest date for receipt of indications of interest under            11 July 2002
the Global Offer

Announcement of Offer Price and allocation                          12 July 2002

Commencement of conditional dealings                                12 July 2002

Admission and commencement of unconditional dealings                18 July 2002




Each of the times and dates in the above timetable is subject to change without
further notice.





Advisors to the Offer

Joint Sponsors, Global Co-ordinators and Bookrunners to the Offer are Merrill
Lynch International and Morgan Stanley & Co. International Limited.  Co-lead
managers are Cazenove and UBS Warburg.





Board of Directors - biographies



John Peace - Non-Executive Chairman

John Peace was appointed Non-Executive Chairman of Burberry on 7 June 2002. Mr
Peace was appointed to the board of GUS plc in 1997 and became Group Chief
Executive in January 2000. He served as Chief Executive of Experian from 1996 to
2000 and currently serves as Chairman of the Board of Governors of Nottingham
Trent University.



Rose Marie Bravo - Chief Executive

Rose Marie Bravo was appointed Chief Executive of Burberry in 1997. Prior to her
appointment at Burberry, Ms Bravo served as President of Saks Fifth Avenue from
1992 to 1997, with responsibility for merchandising, marketing and product
development. She also served as a member of the board of Saks Holding Inc. From
1974 to 1992, Ms Bravo held positions of increasing responsibility at RH Macy &
Co, culminating with her 1987 to 1992 tenure as Chairman and Chief Executive
Officer of the I. Magnin Specialty Division. Ms Bravo serves on the board of
Tiffany & Co.



Michael Metcalf - Chief Financial Officer and Chief Operating Officer

Michael Metcalf was appointed Chief Financial Officer and Chief Operating
Officer of Burberry in 1998. Prior to this appointment, he held the position of
Chief Executive Officer of Thorn plc from 1996 to 1998. He previously served as
Finance Director of Thorn EMI Home Electronics Division, Deputy Finance Director
and Group Finance Director of Thorn EMI plc and Chief Executive Officer of Thorn
EMI Rentals Division, between 1985 and 1996. He is a qualified chartered
accountant.



Thomas O'Neill - President Worldwide

Thomas O'Neill was appointed President Worldwide of Burberry in November 2001.
Prior to this, he had served as President and Chief Executive Officer of LVMH's
Jewellery Division based in Paris since August 2000. He served as President and
Chief Executive Officer of LVMH Fashion Group, Americas. From June 1997 to
August 2000 and as Chief Executive Officer of Marc Jacobs International from
June 1997 to February 2001. From 1984 to 1992, he held various positions at
Tiffany & Co, ultimately serving as Executive Vice President, International
Division, from February 1990 to May 1992.



Philip Bowman - Non-Executive Director

Philip Bowman was appointed Non-Executive Director of Burberry in June 2002. Mr
Bowman was appointed Chief Executive of Allied Domecq in 1999 and between 1998
and 2000 he served as chairman of Liberty plc. He also serves as a director of
British Sky Broadcasting Group plc.



Guy Peyrelongue - Non-Executive Director

Guy Peyrelongue was appointed Non-Executive Director of Burberry in June 2002.
Between 1987 and 2001 he served as President and Chief Executive Officer at
L'Oreal United States. From 1973 to 1987 he held various positions at L'Oreal
including President, Latin America.



David Tyler - Non-Executive Director

David Tyler was appointed Non-Executive Director of Burberry on 7 June 2002,
having been a director since late 1997. He is currently Group Finance Director
of GUS plc, a position he has held since 1997. He served as Group Finance
Director of Christie's International plc from 1989 to 1996.



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