Statement re Possible Offer

Hill & Smith Hldgs PLC
27 July 2000


Hill & Smith Holdings PLC - Press Speculation

In  the light of today's press speculation the Board of Hill
&  Smith  Holdings PLC confirm that they are in  discussions
with the Board of Ash & Lacy PLC concerning a proposal which
may  or may not lead to an offer for the entire issued share
capital of Ash & Lacy PLC.

The proposal under discussion involves a potential offer  at
or  around  the  current share price.  This potential  offer
would  comprise  principally cash with  the  balance  to  be
satisfied in new Hill & Smith Holdings PLC Ordinary  shares.
Under  the  Board's proposal there would be an  underwritten
mix and match facility which would enable those shareholders
who  choose  to do so to elect to receive consideration  for
their shares entirely in cash.


For further enquiries:

David Grove
Chief Executive
Hill & Smith Holdings PLC
Tel: [phone]  /  01789 415566

Kevin Wilson
Director, Corporate Finance
Old Mutual Securities
Tel: [phone]


John Rawlings
Chairman
Rawlings Financial P.R.
Tel: [phone]