Compulsory Acqn of Shares

Land Securities Group Plc
04 July 2005

4 July 2005




NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO THE
UNITED STATES, AUSTRALIA, CANADA OR JAPAN


                            Recommended cash offers
                          (with Loan Note Alternative)

                                       by


                        Citigroup Global Markets Limited

                                  on behalf of


                     Retail Property Holdings Trust Limited

                          a wholly-owned subsidiary of

                           Land Securities Group PLC



                                      for



                                Tops Estates PLC





    Compulsory Acquisition of Shares and Cancellation of Listing and Trading





On 6 May 2005, the Boards of Land Securities Group PLC ('Land Securities') and
Tops Estates PLC ('Tops Estates') announced the terms of recommended cash offers
for the Shares in and convertible unsecured loan stock of Tops Estates to be
made by Citigroup (the 'Offers').  The Offeror posted the offer document in
relation to the Offers (the 'Offer Document') on 18 May 2005.  Words and
expressions defined in the Offer Document shall have the same meaning when used
in this announcement.



Compulsory Acquisition



The Offeror announces that it has acquired not less than nine-tenths in value of
the Shares to which the Share Offer relates and, accordingly, is now entitled
and intends to compulsorily acquire the remaining Shares pursuant to sections
428 to 430F of the Companies Act 1985. The appropriate compulsory acquisition
notices pursuant to s429(4) of the Companies Act 1985 have been despatched to
Shareholders who have not yet accepted the Share Offer. The transfer of the
compulsorily acquired Shares is expected to take place on 12 August 2005.



The Share Offer will remain open for acceptance until further notice.
Shareholders who have not already done so are urged to accept the Share Offer in
respect of the Shares as soon as possible rather than waiting for their Shares
to be compulsorily acquired. Settlement of the consideration due to Shareholders
who accept the Share Offer in respect of their Shares will be despatched within
14 days of receipt of their valid acceptances of the Share Offer.



The Offers remain subject to the Terms and Conditions set out in the Offer
Document dated 18 May 2005.



Cancellation of Listing and Trading



As stated in the Offer Document, it is the Offeror's intention to procure that
Tops Estates will apply for cancellation of the listing of the Tops Estates
Shares and CULS on the Official List and for the cessation of trading on the
London Stock Exchange's market for listed securities. It is anticipated that the
cancellation of listing and trading will take effect on 12 July 2005, being not
less than 20 Business Days following the announcement of the Offeror's intention
to apply for cancellation of listing and trading.





Enquiries:

Citigroup Global Markets Limited (Financial Adviser to Land Securities)

David Wormsley

Tel: [phone]



Ian Hart

Tel: [phone]



Nicholas Tinworth

Tel: [phone]



Financial Dynamics (Public Relations Adviser to Land Securities)

Stephanie Highett/Dido Laurimore

Tel: [phone]



Citigroup, which is authorised and regulated by the Financial Services Authority
in the United Kingdom, is acting as financial adviser to Land Securities and the
Offeror and no one else in connection with the Offers and will not be
responsible to anyone other than Land Securities and the Offeror for providing
the protections afforded to clients of Citigroup, nor for providing advice in
relation to the Offers.



This announcement does not constitute an offer to sell or the solicitation of an
offer to purchase or subscribe for securities.



The Offers (including the Loan Note Alternative) are not being made, directly or
indirectly, in or into any Restricted Jurisdiction and will not be capable of
acceptance from any Restricted Jurisdiction. Accordingly, copies of this
announcement are not being, and must not be, directly or indirectly, mailed or
otherwise forwarded, distributed or sent in, into or from any Restricted
Jurisdiction. The availability of the Offers (including the Loan Note
Alternative) to Shareholders and CULS Holders who are not resident in the United
Kingdom may be affected by the laws of their relevant jurisdiction. Shareholders
and CULS Holders who are not resident in the United Kingdom should inform
themselves about and observe any applicable requirements. Further details in
relation to Overseas Shareholders and Overseas CULS Holders are contained in the
Offer Document.




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