Placing of C Shares

On 20  October 2005  the Board  of Directors  of Impax  Environmental
Markets plc (the  "Company") announced proposals  to raise monies  by
way of a placing  and offer for subscription  (the "Issue") of up  to
80,000,000 C Shares in the capital  of the Company (the "Shares")  at
100 pence per Share. As part of the Issue, Shares will be placed with
institutional and certain other selected investors at a price of  100
pence per Share (the "Placing"). Application has been made to the  UK
Listing Authority and London Stock  Exchange plc (the "LSE") for  the
Shares to  be  admitted  to  the Official  List  of  the  UK  Listing
Authority  and  for  admission  to  trading  on  the  LSE  (together,
"Admission").

The Company is an  investment trust which  was established to  enable
investors to benefit from rapid  and sustained growth anticipated  by
the Directors in the markets  for cleaner or more efficient  delivery
of  basic  services  of  energy,  waste  and  water.  The   Company's
investments are  predominantly  in quoted  companies  which  provide,
utilise, implement or advise upon technology-based systems,  products
or  services  in   environmental  markets,   particularly  those   of
alternative  energy  and  energy  efficiency,  water  treatment   and
pollution control, and waste technology and resource management.

The Issue is sponsored  by Dresdner Kleinwort Wasserstein  Securities
Limited.  The Company's investment manager is Impax Asset  Management
Limited.

The Placing, which is conditional  upon the matters described in  the
appendix to  this  announcement and  which  will be  carried  out  by
Dresdner  Kleinwort   Wasserstein   Securities   Limited   ("Dresdner
Kleinwort Wasserstein" or  the "Placing Agent")  as placing agent  on
behalf of the  Company, is expected  to be completed  on 10  November
2005, with trading in the Shares expected to commence on 15  November
2005.

A prospectus  dated 20  October 2005  relating to  the Company  which
contains  information   about   the  Placing   and   Admission   (the
"Prospectus") has  been  published in  relation  to the  Placing  and
Admission and  copies are  available  for inspection  (during  normal
business hours only) at the Document Viewing Facility, The  Financial
Services Authority, 25 The North Colonnade, Canary Wharf, London  E19
5HS and may be obtained during  normal business hours on any  weekday
up to and including  15 November 2005 from  the registered office  of
the Company, Crusader House, 145-157 St John Street, London EC1V 4RU.

If you choose to participate in the Placing by accepting an oral  and
legally binding offer made to you by the Placing Agent (on behalf  of
the Company) to subscribe for Shares you will be deemed to have  read
and understood this announcement in its entirety and to be  accepting
such offer on the terms and  conditions contained in the Appendix  to
this announcement and to be providing the representations, warranties
and acknowledgements contained in the Appendix to this announcement.

10 November 2005

Enquiries:


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

Dresdner Kleinwort Wasserstein
Dominic Waters                 020 7475 6688
David Yovichic                 020 7475 7144



Dresdner Kleinwort Wasserstein (which is authorised and regulated  by
The Financial Services Authority)  is acting for Impax  Environmental
Markets plc and for no-one else  in connection with the Placing,  and
will not regard any other person (whether or not a recipient of  this
announcement or other information) as  their customer in relation  to
the Placing  and will  not be  responsible to  any other  person  for
providing the protections afforded to its customers of for  providing
any advice in connection with  the Placing. Persons requiring  advice
should consult an independent financial adviser.

This announcement has been issued and  approved on the basis set  out
at the end of  the Appendix to  this announcement. This  announcement
does not constitute an offer to sell or issue or the solicitation  to
an offer to buy or acquire  securities in the United States,  Canada,
Australia, the Republic of South Africa, Japan or any jurisdiction in
which such offer  or solicitation  is unlawful. The  Placing is  made
outside the United  States of  America in  offshore transactions  (as
defined in Regulation  S) meeting  the requirements  of Regulation  S
under the US Securities Act of 1933.

The making of an  offer in, or to  residents or citizens of,  certain
jurisdictions ("Overseas Persons") may be  restricted by laws of  the
relevant jurisdictions.  Overseas  Persons should  inform  themselves
about and observe  any such  applicable legal  requirements in  their
respective jurisdictions.

Neither  this  announcement  nor  any  copy  of  it  may  be   taken,
transmitted or distributed, directly  or indirectly, into the  United
States, Canada, Australia, the Republic of South Africa or Japan. Any
failure to comply with this restriction may constitute a violation of
US, Canadian, Australian, South African or Japanese securities law.


APPENDIX: IMPORTANT INFORMATION ABOUT THE PLACING

Members of the public  are not eligible to  take part in the  Placing
which is only open to investors invited to do so by the Placing Agent
("Relevant Persons").
If you are a Relevant Person and choose to participate in the Placing
by accepting an  oral offer  to acquire  Placing Shares  you will  be
deemed to have read and understood this announcement in its  entirety
and to be accepting such offer on the terms and conditions  contained
herein and  to  be  providing  the  representations,  warranties  and
acknowledgements contained in this Appendix.

This announcement does not  constitute an offer to  sell or issue  or
the solicitation of an  offer to buy or  subscribe for Shares in  any
jurisdiction in which  such offer  or solicitation  is unlawful.  The
Shares referred to in this announcement have not been and will not be
registered under the Securities Act. The Placing is made outside  the
United States  of America  in offshore  transactions (as  defined  in
Regulation S) meeting the requirements  of Regulation S under the  US
Securities Act of 1933.

The distribution of this announcement and the Placing and/or issue of
Shares in certain jurisdictions may  be restricted by law. No  action
has been taken by the Company or Dresdner Kleinwort Wasserstein  that
would permit an offer of such Shares or possession or distribution of
this  announcement  or  any  other  offering  or  publicity  material
relating to such  Shares in  any jurisdiction where  action for  that
purpose is required. Persons into whose possession this  announcement
comes are required by the Company and Dresdner Kleinwort  Wasserstein
to inform themselves about, and to observe, any such restrictions.
Details of the Placing Agreement and the Shares
Dresdner Kleinwort Wasserstein has entered into a placing agreement
(the "Placing Agreement") with the Company and Impax Asset Management
Limited whereby Dresdner Kleinwort Wasserstein has, subject to the
conditions set out therein, agreed to use its reasonable endeavours
as agent of the Company to procure placees to subscribe for up to 70
million Shares (or such other number of Shares as the Company and
Dresdner Kleinwort Wasserstein may agree) at the placing price of
£1.00 per Share (the "Placing Price").
This announcement gives details of  the terms and conditions of,  and
the procedures and requirements for participation in, the Placing.

No commissions  will be  paid to  placees in  respect of  any  Shares
subscribed in  the  Placing. In  addition  there will  be  no  United
Kingdom stamp duty payable on such Shares.
How to participate in the Placing
If you  have  indicated  to  the  Placing  Agent  your  intention  to
participate in the Placing, you will be contacted on 10 November 2005
by your usual  sales contact at  Dresdner Kleinwort Wasserstein.  The
relevant sales contact will  make an oral  and legally binding  offer
for you to subscribe  for Shares in the  Company. If you accept  that
offer, a  trade  confirmation  confirming  the  transaction  will  be
dispatched to you as soon as possible after the close of the Placing.
Your oral acceptance of Dresdner Kleinwort Wasserstein's offer to you
will constitute a  legally binding commitment  upon you to  subscribe
for the agreed number of Shares  at the Placing Price  and  otherwise
on the  terms and  conditions set  out in  this announcement  and  in
accordance with the Company's memorandum and articles of association.
Principal terms of the Placing

1                   Dresdner Kleinwort  Wasserstein is arranging  the
Placing as agent of the Company.
2                Participation in the Placing will only be  available
to persons invited to participate by Dresdner Kleinwort Wasserstein.
3                  The conditional offer  by the Company through  its
agent Dresdner  Kleinwort  Wasserstein  to each  proposed  Placee  to
participate in the Placing shall be constituted by this announcement,
the  Prospectus  and  a   telephone  call  from  Dresdner   Kleinwort
Wasserstein on or after the date of this announcement specifying  the
number of Shares being offered for subscription. It shall be accepted
at the end of that telephone call (if the Placee should so decide) by
the Placee and, if  so accepted, confirmed by  the issue by  Dresdner
Kleinwort Wasserstein  to the  Placee of  a trade  confirmation.  The
acceptance by the Placee will constitute a legally binding commitment
by the Placee to subscribe for and  pay for the Shares in respect  of
which the offer is accepted, and as an acceptance of all of the terms
and conditions  and the  further  information set  out in  both  this
announcement and the Prospectus.
4                Oral acceptance of an offer to subscribe for  Shares
is  binding  and  irrevocable  but  Dresdner  Kleinwort   Wasserstein
reserves the  right  to  scale  back  the  number  of  Shares  to  be
subscribed by any Placee  in the event  of an oversubscription  under
the Placing.
5               Dresdner Kleinwort Wasserstein reserves the right not
to accept offers to subscribe Shares or to accept such offers in part
rather than  in whole.  The  acceptance of  offers  shall be  at  the
absolute discretion of Dresdner Kleinwort Wasserstein.
6               The Placing is expected to close at close of business
on 10 November 2005 but may be closed earlier at the sole  discretion
of Dresdner Kleinwort Wasserstein. Dresdner Kleinwort Wasserstein may
choose to  make offers  to  subscribe Shares  after the  Placing  has
closed.
Conditions of the Placing
The Placing is conditional on, inter alia:
1                 Admission in accordance with the Listing Rules  and
the London Stock  Exchange Admission and  Disclosure Standards on  or
before 15 November 2005 or by  such later date as Dresdner  Kleinwort
Wasserstein may agree, being no later  than 8.00 a.m. on 30  November
2005.
2                    The  Placing Agreement not  being terminated  in
accordance with its terms.
Dresdner Kleinwort Wasserstein  shall not have  any liability to  any
Placee (or to any other person  whether acting on behalf of a  Placee
or otherwise) in respect of any decision it may make as to whether or
not to waive or to extend  the time and/or date for the  satisfaction
of any condition  in the Placing  Agreement.  Any  such extension  or
waiver will not affect placees' commitments.

If, (a)  the condition  relating to  Admission noted  at paragraph  1
above is not satisfied at  or prior to 15  November 2005 (or by  such
later date as  Dresdner Kleinwort  Wasserstein  may  agree, being  no
later than  30  November  2005),  or (b)  the  Placing  Agreement  is
terminated, or (c)  the Placing Agreement  does not otherwise  become
unconditional in  all  respects,  the Placing  will  lapse  and  each
Placee's rights and obligations  hereunder shall cease and  determine
at such time and no claim can be made by a Placee in respect thereof.

By participating in the  Placing each Placee  agrees that its  rights
and obligations  in respect  of its  subscription under  the  Placing
terminate only in the circumstances  described above and will not  be
capable of rescission or termination by it.

Right to terminate under the Placing Agreement
Dresdner  Kleinwort  Wasserstein  has  the  right  to  terminate  its
obligations  under  the  Placing  Agreement  at  any  time  prior  to
Admission in the event, inter alia, of:
1                 in  the opinion of Dresdner Kleinwort  Wasserstein,
there being a breach of any of the warranties given by the Company or
Impax Asset Management Limited in the Placing Agreement or any  event
occurring or  circumstance arising  whereby  any of  such  warranties
ceases to be true and accurate in all material respects or
2                 the Company  not complying in any material  respect
with its obligations under the Placing Agreement ; or
3                 in  the opinion of Dresdner Kleinwort  Wasserstein,
there being a material  adverse change in  the financial position  or
prospects of the Company;
4                  in the  absolute discretion of Dresdner  Kleinwort
Wasserstein, there  being  a  change  in  national  or  international
financial, political, economic or stock market conditions (primary or
secondary); an  incident  of  terrorism, outbreak  or  escalation  of
hostilities, war, declaration of martial law or any other calamity or
crisis; a suspension or material limitation in trading of  securities
generally on  any Stock  Exchange; any  change in  currency  exchange
rates or exchange controls or a disruption of settlement systems or a
material disruption  in  commercial banking  as  would be  likely  to
prejudice the success of the Placing.
By participating  in the  Placing each  Placee agrees  with  Dresdner
Kleinwort  Wasserstein  that  the  exercise  by  Dresdner   Kleinwort
Wasserstein of any right of termination or other discretion under the
Placing Agreement shall be within the absolute discretion of Dresdner
Kleinwort Wasserstein and  that Dresdner  Kleinwort Wasserstein  need
make no reference to  any Placee and shall  have no liability to  any
Placee whatsoever in connection with any such exercise or failure  to
do so.

Prospectus
The Prospectus has been published in connection with the Placing  and
Admission. The  Prospectus  has  been  approved  by  the  UK  Listing
Authority. Other  than  the terms  and  conditions set  out  in  this
announcement, a Placee may only rely on the information contained  in
the Prospectus  in deciding  whether  or not  to participate  in  the
Placing.
Registration and settlement
Settlement of  transactions in  the Shares  following Admission  will
take place within the CREST  system. Placees will receive any  shares
placed with  them in  uncertificated form  by registration  to  their
CREST member account.
Placees to whom Shares  are allocated in the  Placing will be sent  a
trade confirmation.
Settlement will, unless otherwise agreed, be on a T+3 basis (being  3
days after the date on which trade confirmations are despatched)  and
will be  required to  be made  within  CREST.   It is  expected  that
settlement will take place on 15 November 2005.

Time shall be of the essence as regards the obligations of placees to
settle payment for the  Shares and to  comply with their  obligations
under this Appendix. Interest is chargeable daily on payments to  the
extent that value is received after the  due date at rate of 2.0  per
cent. per annum above Barclays Bank plc's rate from time to time.  If
a Placee  does  not  settle  payment  when  due,  Dresdner  Kleinwort
Wasserstein may (as agent for such Placee) sell the Shares  allocated
to such Placee and  retain from the proceeds  an amount equal to  the
Placing Price  payable plus  any interest  due. The  relevant  Placee
will, however, remain liable, inter alia, for any shortfall below the
Placing Price and it may be required to bear any stamp duty or  stamp
duty reserve tax (together with any interest or penalties) which  may
arise upon the sale of such Placing Shares.

Dresdner  Kleinwort  Wasserstein   reserves  the   right  to   settle
allocations in certificated form  if for any reason  it wishes to  do
so.
By participating in  the Placing, each  Placee represents,  warrants,
acknowledges and agrees that:

(i)                  no reliance is placed on any information in
relation to the Company, the Placing or in relation to the Shares
other than that contained in the Prospectus and that none of the
Company, its Directors and Dresdner Kleinwort Wasserstein or any
person acting on behalf of them shall have any liability for any such
information or representation, provided that nothing in this
paragraph shall exclude the liability of any person for any
fraudulent misrepresentation made by that person;

(ii)                it has read the Prospectus in its entirety and
acknowledges that its participation in the Placing will be governed
by the terms of the Prospectus;

(iii)               in connection with the Placee's placing
participation, the Placee has observed the laws of all requisite
territories, obtained any requisite governmental or national
consents, complied with all relevant formalities and paid any issue,
transfer or other taxes due in connection with its participation in
any territory and that it has not taken any action which will or may
result in the Company or Dresdner Kleinwort Wasserstein being in
breach of the legal and/or regulatory requirements of any territory
in connection with the Placing;

(iv)                  the Placee is,  or at the  time the Shares  are
subscribed for will be,  the beneficial owner of  such Shares and  is
not a resident  of Canada,  Japan, the  Republic of  South Africa  or
Australia and the  Placee is  located outside of  Canada, Japan,  the
republic of South Africa and Australia and is not a person located in
the United States  of America,  its territories  or possessions,  any
state of the United States or  the District of Columbia (the  "United
States") or acting on a non-discretionary  basis for a person in  the
United States, and is acquiring the Shares in an offshore transaction
under Regulation  S  under  the  US  Securities  Act  of  1933;  (the
"Securities Act");

(v)                if the Placee is in the UK, the Placee has
complied with its obligations in connection with money laundering
under Proceeds of Crime Act 2002, the Anti-Terrorism Crime and
Security Act 2000 (as amended) and the Money Laundering Regulations
2003 (the "Regulations") and, if it is making a payment on behalf of
a third party, the Placee is an authorised institution bound by such
regulations and satisfactory evidence has been obtained and recorded
by the Placee to identify the identity of such third party as
required by such Regulations;

(vi)               the  Placee has only communicated or caused to  be
communicated and will  only communicate or  cause to be  communicated
any invitation or inducement to engage in investment activity (within
the meaning of Section 21 of Financial Services and Markets Act  2000
("FSMA") relating to  the Shares  in circumstances  in which  Section
21(1) of FSMA does  not require approval of  the communication by  an
authorised person;

(vii)              the Placee has  complied and will comply with  all
applicable provisions of FSMA  with respect to  anything done by  the
Placee in relation to the Placing in, from or otherwise involving the
United Kingdom;

(viii)           the Placee irrevocably appoints any director of
Dresdner Kleinwort Wasserstein as its agent for the purposes of
executing and delivering to the Company and/or its registrars any
documents on its behalf necessary to enable it to be registered as
the holder of any of the Shares agreed to be taken up by it under the
Placing;

(ix)               by subscribing for Shares in the Placing, each
Placee agrees that the waiver by Dresdner Kleinwort Wasserstein of
any condition of the Placing Agreement or the extension of the time
for fulfilment of any of its conditions or the exercise or otherwise
of the right to terminate the Placing Agreement shall be within
Dresdner Kleinwort Wasserstein's absolute discretion and that neither
Dresdner Kleinwort Wasserstein nor the Company shall have any
liability to any Placee whatsoever in connection with any decision to
waive such condition or extend the time for satisfaction of any such
condition or the decision as to the exercise or otherwise the right
to terminate the Placing Agreement;

(x)                the Placee has all necessary consents and
authorities to enable it to give its commitment to this participation
and to perform its obligations in relation thereto;

(xi)              the person whom the Placee specifies for
registration as holder of the Shares will be (i) the Placee or (ii) a
nominee of the Placee, as the case may be. Neither Dresdner Kleinwort
Wasserstein nor the Company will be responsible for any liability to
stamp duty or stamp duty reserve tax resulting from a failure to
observe this requirement. Each Placee and any person acting on behalf
of the Placee agrees to subscribe on the basis that the Placing will
be allotted to the CREST stock account of Dresdner Kleinwort
Wasserstein who will hold them as nominee on behalf of the Placee
until settlement in accordance with its standing settlement
instructions;

(xii)             Dresdner Kleinwort Wasserstein is not making any
recommendation to the Placee or advising the Placee regarding the
suitability or merits of participation in the Placing or any
transaction it may enter into in connection with the Placing or
otherwise. In addition, Dresdner Kleinwort Wasserstein is not acting
for the Placee, nor will be responsible to the Placee for providing
the protections afforded to their customers or for advising it on the
Placing or the Prospectus;

(xiii)           it has read and understands this announcement;

(xiv)           the Shares will be issued subject to the terms and
conditions of this Appendix and otherwise as stated in the
Prospectus; and

(xv)            this Appendix and all documents and agreements into
which this Appendix is incorporated by reference or otherwise validly
forms a part will be governed by and construed in accordance with
English law.


The Company, Impax  Asset Management Limited  and Dresdner  Kleinwort
Wasserstein will rely upon  the truth and  accuracy of the  foregoing
representations, warranties and acknowledgements.
This document has been  issued by and is  the sole responsibility  of
the Company and has been approved solely for the purposes of  section
21   of the  Financial  Services and  Markets  Act 2000  by  Dresdner
Kleinwort Wasserstein, which is regulated in the UK by the  Financial
Services Authority.  Dresdner Kleinwort Wasserstein is acting for the
Company and no one else in  connection with the Placing and will  not
be responsible  to any  other person  for providing  the  protections
afforded to  customers  of  Dresdner  Kleinwort  Wasserstein  or  for
providing advice in relation to the Placing.