Publication of Prospectus

London Stock Exchange Plc
05 May 2006

5 May 2006

London Stock Exchange plc

RETURN TO SHAREHOLDERS OF APPROXIMATELY £510 MILLION

London Stock Exchange Group plc ("Exchange Group") has today published a
Prospectus approved by the UK Listing Authority relating to the introduction to
the Official List and admission to trading on the London Stock Exchange of New
Ordinary Shares and B Shares in Exchange Group.

The publication of the Prospectus follows the announcement by London Stock
Exchange plc (the "Exchange") on 19 April 2006 that shareholders of the Exchange
had approved the resolutions relating to the return of approximately £510
million to shareholders by way of a Scheme of Arrangement (the "Return").

The expected timetable for the Return is as previously announced. Dealings in
the New Ordinary Shares and B Shares of Exchange Group are expected to commence
on 15 May 2006.

A copy of the Prospectus will shortly be available for inspection at the
Document Viewing Facility, which is situated at:

Financial Services Authority
25 The North Colonnade
Canary Wharf
London
E14 5HS

Tel. No. (0)20 7066 1000


A copy of the Prospectus is also available on the Exchange's website at

http://www.londonstockexchange-ir.com/lse/

This document does not constitute or form part of any offer or invitation to
sell or issue, or any solicitation of any offer to purchase or subscribe for or
purchase any securities in Exchange Group.

JPMorgan Cazenove Limited, which is regulated in the United Kingdom by the
Financial Services Authority, is acting exclusively as financial adviser and
broker for the Exchange and Exchange Group and for no one else in connection
with the return and will not be responsible to any person other than the
Exchange and Exchange Group for providing the protections afforded to its
customers or for giving advice in relation to the return or the matters
contemplated by this announcement.

Securities may not be offered or sold in the United States unless they are
registered under the United States Securities Act of 1933, as amended (the ''
Securities Act''), or are exempt from such registration requirements. The New
Ordinary Shares and B Shares have not been, and will not be, registered under
the Securities Act. The relevant clearances have not been, and will not be,
obtained from the Securities Commission of any province or territory of Canada;
no prospectus in relation to the Admission of the New Ordinary Shares or the B
Shares has been, or will be, lodged with, or registered by The Australian
Securities and Investments Commission; and no registration statement has been,
or will be, filed with the Japanese Ministry of Finance in relation to the
Admission of the New Ordinary Shares or the B Shares. Accordingly, subject to
certain exceptions, the New Ordinary Shares or the B Shares may not, directly or
indirectly, be offered or sold within Canada, Australia or Japan or offered or
sold to a resident of Canada, Australia or Japan.

Further information is available from:

London Stock Exchange
John Wallace - Media                                        [phone]
Paul Froud - Investor Relations                             [phone]

JPMorgan Cazenove
Christopher Smith                                           [phone]
Richard Locke                                               [phone]





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