Old Mutual - M.Johnstone Sale

Old Mutual PLC
11 October 2000

                     OLD MUTUAL PLC

                     

     OLD MUTUAL AND ABERDEEN ANNOUNCE THE MERGER BETWEEN
    ABERDEEN AND MURRAY JOHNSTONE TO FORM THE LARGEST
      INDEPENDENTLY OWNED FUND MANAGER IN SCOTLAND
      
Introduction

The  Boards of Old Mutual PLC ('Old Mutual') and Aberdeen
Asset  Management  PLC  ('Aberdeen Asset  Management'  or
'Aberdeen')  announce  that they have  signed  a  binding
agreement  on  the  terms of the sale by  Old  Mutual  of
Murray Johnstone Holdings Limited ('Murray Johnstone') to
Aberdeen  to  create Scotland's largest independent  fund
management business with over £27 billion in funds  under
management.  The transaction involves a payment of  total
consideration   to  Old  Mutual  of  approximately   £150
million, comprising £133.5 million for goodwill  and  net
assets of approximately £16.5 million.

Shareholder approval

Due  to  the  relative  sizes  of  Murray  Johnstone  and
Aberdeen the transaction will require the passing  of  an
ordinary resolution by Aberdeen shareholders.  A circular
will be dispatched to Aberdeen's shareholders, as soon as
practicable,  convening an Extraordinary General  Meeting to
approve   the  merger.   Shareholders   representing
approximately 59.13 per cent. of Aberdeen's issued  share
capital  have confirmed that they will vote in favour  of
the transaction.

Consideration

Consideration  of  approximately  £150  million  will  be
payable  to  Old Mutual on completion of the transaction.
The  total consideration payable will depend on the final
net  asset  position of Murray Johnstone  at  completion.
The  consideration will be financed from  Aberdeen's  own
cash  resources  and  bank  borrowings  which  have  been
arranged specifically for the purpose of the transaction.

Strategic rationale of the merger for Aberdeen

The merger of Aberdeen and Murray Johnstone represents an
excellent   opportunity  for  Aberdeen  to  significantly
strengthen  its  presence in a number  of  core  business
areas and to develop complementary new businesses.

The  acquisition  will  increase Aberdeen's  funds  under
management by over 17 per cent. from around £23.3 billion
(including  approximately £1.5 billion from the  recently
announced  acquisition  of Barclays  Property  Investment
Limited)  to approximately £27.3 billion (based on  funds
under  management as at 30 September 2000 for both Murray
Johnstone and Aberdeen).

The  board  of  Aberdeen expects the  transaction  to  be
earnings  enhancing  in  the  current  year,  before  the
amortisation of goodwill and exceptional charges. Strategic
rationale  for  Old Mutual's  sale  of  Murray Johnstone and
the merger with Aberdeen.

Prior  to the announcement of its tender offer for United
Asset  Management Corporation ('UAM') Old Mutual  carried
out  a strategic review of Murray Johnstone with UAM  and
decided  that the creation of a distinct asset management
capability  in Glasgow did not add value to Old  Mutual's
asset management business in the UK.

In addition the senior management of Murray Johnstone and
UAM  had been reviewing the ownership structure of Murray
Johnstone for some time.  During the course of the summer
Murray  Johnstone entered into discussions with a  number of
parties to identify a suitable partner to develop the
business to its full potential.

The   merger   with  Aberdeen  represents  a  significant
opportunity for Murray Johnstone to develop its areas  of
strength, notably in the investment trust sector, private
equity   and  internationally,  with  a  partner  equally
committed to the development of these business areas.

Benefits of the merger.

The  Boards  of  Aberdeen  and  Murray  Johnstone  firmly
believe  that  the  merger represents a major  commercial
opportunity  to  create a business which will  allow  the
enlarged group to become one of the largest independently
owned fund management businesses in the UK.

The  enlarged  group  and  its clients  are  expected  to
benefit from:

     '    being ranked fourth in the UK investment trust
          market;
     '    being a leading provider of open-ended
          funds in the UK;
     '    the acceleration of the achievement of
          Aberdeen's aspirations to develop its international
          client base; 
     '    access to a leading regionally focussed private
          equity business;
     '    significant potential for revenue growth through
          access to Aberdeen's IFA  distribution
          network and the existing customer bases of
          both businesses;
     '    a combination of the complementary
          expertise of both organisations which will create a greater
          pool of skills in the enlarged company; and
     '    the benefits of scale available from a combination
          of both businesses and the cost savings from
          combining certain of the enlarged group's
          operations.
       
Management, infrastructure and locations

Senior  management of Murray Johnstone  will  be
offered continuing  roles  within  the  enlarged
group.    Giles Weaver, Chairman of Murray
Johnstone, will be invited  to
join  the  board of Aberdeen as a non-
executive director. David  MacLellan,
Managing Director of Murray  Johnstone, will
also be invited to join the board of
Aberdeen. Aberdeen  intends  to  build a
substantial  business  in Glasgow  of which
Murray Johnstone's business  will  form the
core.   Murray Johnstone's private  equity
business will  continue to operate its
regional network of offices in the UK.

The  name  Murray Johnstone will be retained
for  Murray Johnstone's existing investment
trusts and other business areas as
appropriate.

Conditions

The  merger  is  subject to, inter  alia,
the  following conditions:

     '     Aberdeen  shareholders approving
           the necessary resolutions for the approval of the
           transaction at the Extraordinary General
           Meeting; and
     '     approval from the relevant regulatory
           authorities in the countries in which Murray Johnstone operates.
                         
                         
Financial information relating to Murray Johnstone
Murray Johnstone reported profit before taxation of  £5.3
million  for the year ended 31 December 1999
(1998:  £6.5 million)  and  net  assets of
£16.8  million  as  at  31 December 1999.
Commenting   on  the  transaction,  Eric
Anstee,   Chief Executive Financial Services,
Old Mutual, said: 'Following the completion
of the UAM transaction, we  are all pleased
to have swiftly concluded this deal at a good
price which will be accretive for our
shareholders.'

Martin Gilbert, Chief Executive of Aberdeen,
said:

'This merger with Murray Johnstone, whose
business is  so complementary to our own, is
another major  step  forward in   the
development   of  Aberdeen. We anticipate
significant  potential for revenue growth
from  a  merger which gives us the unique
opportunity in a single step to elevate  us
to fourth position in investment trusts  and
the  top tier in open ended funds.  It gives
an excellent platform  to  develop  an
international  private  equity business,
enhances our distribution in North America
and gives  an  entree  into the growing
market  for  Socially Responsible Investment.
Furthermore,  Aberdeen  has  a  track  record
of  making mergers  and  acquisitions work
and this is  particularly highlighted  by
the  merger with Prolific  in  September
1997.'

David  MacLellan,  Managing Director of
Murray  Johnstone said:

'Aberdeen has developed a substantial
business  over  the last few years and the
commercial logic for a combination of our
businesses is very strong.

All areas of Murray Johnstone's business
will, I believe, benefit  from this merger
and we look forward to  working with our new
colleagues for the benefit of our clients.'

                                   11 October 2000

ENQUIRIES

Old Mutual         
020 7569 0100
Eric Anstee

Murray Johnstone   
0141 226 3131

David MacLellan
UAM             
001 617 330 8900

Franklin Kettle
Donaldson, Lufkin & Jenrette  
020 7655 7000

Malik Karim
College Hill (for Old Mutual)
0207 457 2020

Nicholas Williams
Lansons (for Murray Johnstone)
020 7490 8828

Henrietta Guthrie
Aberdeen Asset Management
01224  631 999

Martin Gilbert
Intelli Corporate Finance
020 7653 6300

Gordon Neilly
Penrose Financial  
020 7776 7605
Louise Hatch


Donaldson,  Lufkin  &  Jenrette
International,  which  is
regulated  in  the United Kingdom by the
Securities  and Futures Authority Limited, is
acting exclusively for  Old Mutual  and  for
no  one  else  in  connection  to  this
transaction  and will not be responsible to
anyone  other than Old Mutual for providing
the protections afforded to customers of
Donaldson, Lufkin & Jenrette International.
Intelli Corporate Finance Limited, which is
regulated  in the   United  Kingdom  by  the
Securities  and   Futures Authority Limited,
is acting exclusively for Aberdeen and for
no  one  else in connection to this
transaction  and will not be responsible to
anyone other than Aberdeen for providing  the
protections  afforded  to  customers of
Intelli Corporate Finance Limited.

INFORMATION FOR EDITORS
Aberdeen Asset Management
Aberdeen  Asset  Management is  a  leading
independently owned  UK  based investment
management business based  in London  and
Aberdeen. Aberdeen manages funds for a number
of  large institutions together with a wide
range of unit trusts,  investment  trusts,
ISAs,  pension  funds and
offshore  funds  for institutions and private
investors. Aberdeen manages investments in
excess of £23 billion and is   quoted  on
both  the  London  and  Singapore  stock
exchanges  with a market capitalisation of
approximately £890 million.

Murray Johnstone

Murray   Johnstone  is  a  leading  UK-based   investment
management business based in Glasgow,
Scotland with  five other  offices in the UK
as well as international offices in  Chicago,
Bahrain and Singapore.  As at 30 June  2000,
Murray   Johnstone   had  funds   under
management of approximately  £4.2 billion and 241 full-time
employees, including 40 investment
professionals.

Old Mutual

Old  Mutual  is  a  leading financial
services  group  in southern  Africa. In the
UK, Old Mutual owns  the  merged group  of
Gerrard and Capel Cure Sharp  and  Old
Mutual Securities, the recently merged
institutional broking and corporate finance
businesses of Albert E Sharp Securities and
Grieg Middleton. It has also recently
completed  the acquisition of Murray
Johnstone's parent company,  United Asset
Management Corporation in the USA. Old
Mutual  is listed  on  the London Stock
Exchange and  has  a  market capitalisation
of approximately £5.9 billion.

United Asset Management Corporation

UAM   is   one   of  the  largest  investment
management organisations  in  the  world,  providing  a   range   of
investment  management services to
institutions,  mutual funds  and  high net
worth investors. These services  are offered
through a diverse group of operating firms
that managed  over  $195 billion for clients
throughout  North America and the rest of the
world as at 30 June 2000.