Offer Closed

National Express Group PLC
15 November 2000

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



                                                              15 November 2000


                NATIONAL EXPRESS GROUP PLC ('NATIONAL EXPRESS')
                     RECOMMENDED OFFER FOR PRISM RAIL PLC

                                ('PRISM RAIL')



     Completion of compulsory acquisition procedure/Closing of the Offer


National Express announced on 22 September 2000 that it had commenced
compulsory acquisition procedures to acquire all those Prism Rail Shares in
respect of which valid acceptances had not been received in accordance with
the provisions of sections 428-430F of the Companies Act 1985.


These procedures have been completed and the Offer is now closed.


Terms defined in the Offer Document have the same meaning in this press
release unless the context requires otherwise.



Enquiries:

NATIONAL EXPRESS

William Rollason, Finance Director


Telephone: [phone]

MERRILL LYNCH

Mark Preston, Managing Director


Telephone: [phone]


FINANCIAL DYNAMICS

Steve Jacobs

Nicola Marsden

Telephone: [phone]



Merrill Lynch, which is regulated in the United Kingdom by The Securities and
Futures Authority Limited, is acting exclusively for National Express and no
one else in connection with the Offer and will not be responsible to anyone
other than National Express for providing the protections afforded to
customers of Merrill Lynch or for giving advice in relation to the Offer.

The Offer will not be made, directly or indirectly, in or into, by use of the
mails or any means of instrumentality (including, without limitation,
facsimile transmissions, telex or telephone) of interstate or foreign commerce
of, or any facilities of a securities exchange of, the United States nor is it
being made in or into Canada, Australia, or Japan and the Offer will not be
capable of acceptance by any such use, means, instrumentality or facilities or
from or within the United States, Canada, Australia or Japan. Accordingly,
copies of the press announcement are not being, and must not be, mailed or
otherwise distributed or sent in or into or from the United States, Canada,
Australia or Japan and persons receiving the press announcement (including
custodians, nominees and trustees) must not distribute or send it in, into or
from the United States, Canada, Australia or Japan.