Conversion of Securities

Impax Environmental Markets plc - Conversion of C Shares and Issue of
Warrants

Conversion of C Shares
Further to the Company's issue of  C Shares on 15 November 2005  (the
"Issue"), 90 per cent. of  the assets attributable to C  Shareholders
have now been  invested or  committed to be  invested. In  accordance
with the terms and conditions of the Issue, the C Shares will convert
into Ordinary Shares at opening  of business on the Conversion  Date,
which has been determined by the Board of Directors to be 22 December
2005.

The Conversion Ratio, which has  been calculated by reference to  the
total net assets  of the Company  and the net  assets of the  Company
attributable to C Shareholders as at close of business on 14 December
2005, is  1.0924909.  Accordingly a  C  Shareholder holding  1,000  C
Shares  will  hold  1,092   Ordinary  Shares  following   Conversion.
Fractions of Ordinary Shares arising on Conversion will be aggregated
and sold for the benefit of the Company.

The Ordinary Shares arising on Conversion will rank pari passu  with,
and will have the same rights as, the Ordinary Shares of the  Company
already in issue.

Following Conversion,  the  Company will  have  115,549,454  Ordinary
Shares in issue.

Issue of Warrants
In accordance  with the  Proposals approved  by Shareholders  at  the
Extraordinary General  Meeting of  the Company  held on  14  November
2005, the  Company  is today  issuing  Warrants  at no  cost  to  all
Ordinary Shareholders  on the  register at  close of  business on  21
December 2005, on the  basis of one Warrant  for every five  Ordinary
Shares held. The Company is also  today issuing Warrants at no  cost,
on the basis of one Warrant  for every five Ordinary Shares held,  to
all holders of Ordinary Shares  whose Shares arose on the  Conversion
of C Shares at opening of business today.

The Warrants will be exercisable on 15 June in each of the years 2006
to 2010 inclusive. The exercise price will be 96 pence (being 105 per
cent. of the net asset value per Ordinary Share of the Company as  at
14 December 2005, rounded down to the nearest whole number).

The aggregate  number of  Warrants to  be issued  by the  Company  is
23,109,890.

Application has  been  made  to  the UK  Listing  Authority  for  the
65,549,454 Ordinary Shares arising  on Conversion and the  23,190,890
Warrants to be admitted to the Official List, and to the London Stock
Exchange for the same  number of Ordinary Shares  and Warrants to  be
admitted to  trading on  the  London Stock  Exchange.   The  existing
Ordinary Shares  will  trade  ex  entitlement  to  Warrants  from  22
December 2005.  The C Shares were permanently removed from trading on
the London Stock Exchange at close of business on 21 December 2005.

22 December 2005

Enquiries

Impax Asset Management Limited             020 7434 1122
Ian Simm
Bruce Jenkyn-Jones

Dresdner Kleinwort Wasserstein
David Yovichic                                         020 7475 7144




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