Notice of EGM

Montpellier Group PLC
26 February 2004


Montpellier Group Plc ('Montpellier' or the 'Company') announces that it has
issued a circular to shareholders convening an extraordinary general meeting of
the Company to be held at 39 Cornhill, London EC3V 3NU on 11 March 2004 at 11.15
a.m. to seek approval of the introduction of a new Savings Related Option Scheme
('the SAYE Scheme') and a new Montpellier 2004 Executive Share Option Scheme 
('the Option Scheme').

The SAYE Scheme will replace the Company's old savings related scheme which has
now expired and which was established, like the SAYE Scheme, for the benefit of
substantially all of the eligible employees.

The SAYE Scheme is intended to qualify for approval by the Board of the Inland
Revenue under Schedule 3 of the Income Tax (Earnings and Pensions) Act 2003 and
will be submitted for such approval following its adoption by the Company.  The
draft rules of the SAYE Scheme have been submitted to the Inland Revenue for
outline approval and although they have been substantially agreed with the
Inland Revenue they may require further amendments, accordingly the Directors
will be authorised to amend the rules when necessary or expedient.

The SAYE Scheme provides for non-transferable options to be granted to eligible
employees of the Company and its UK subsidiaries, by the Company or by the
trustees of any employee benefit trust.  Option holders will fund the exercise
of their options with the proceeds of a related Save As You Earn (SAYE) savings
contract.  Benefits under the SAYE Scheme will not be pensionable.

The Option Scheme will replace the Lovell 1995 Executive Share Option Scheme
which will be terminated.  The Option Scheme consists of two parts, an Inland
Revenue approved share option scheme ('the approved part') and an unapproved
part.  The substance of the rules is in the approved part of the Option Scheme.
The unapproved part of the Option Scheme permits options to be granted under the
approved part with necessary amendments which are not required for the
unapproved options.

Where the Remuneration Committee of the Board considers it appropriate to grant
options under the Option Scheme, options over Shares up to the value (on the
date of grant) of £30,000 (taking account of any other approved options that may
be held by the relevant employee), will be granted under the approved part and
any excess above the £30,000 will be granted under the unapproved part.

Copies of the circular may be collected free of charge from the offices of
Montpellier Group Plc at 39 Cornhill, London EC3V 3NU for one month from the
date of this announcement.


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