PBA Settlement

Old Mutual PLC
21 June 2004

                                 Old Mutual plc

Pilgrim Baxter & Associates confirms Settlement Agreements with the SEC and New
York Attorney General


Old Mutual plc today confirmed that its US asset management affiliate Pilgrim
Baxter & Associates ('PBA') has reached agreements with the US Securities and
Exchange Commission and the Office of the New York State Attorney General which
settle all charges brought by these authorities against PBA in relation to
market timing in the US Mutual Fund business. PBA neither admits nor denies any
wrongdoing.


PBA has accepted to pay $40 million disgorgements of past fees plus $50 million
in penalties, all of which will be paid as restitution to shareholders of the
PBHG Funds according to a plan to be developed by an independent consultant. In
addition it will reduce fees to investors by approximately $10 million over the
next five years.


The agreements settle charges brought against PBA in November 2003 in relation
to past trading activity in the PBHG Funds permitted by the former management of
the firm.  New leadership appointed at PBA in November has instituted
significant reforms at the firm and worked with authorities to settle the
charges.                                                                 


The full text of PBA's announcement is attached.



Commenting on the settlement, Jim Sutcliffe, Chief Executive of Old Mutual plc,
said:



'I am pleased that PBA has now reached a settlement with the regulators and am
keen to put this matter behind us.   Our strategy of maintaining a diversity of
separate specialist affiliates has ensured that the affair has had no material
impact outside PBA, which only accounts for 3.2 per cent of total US funds under
management.



'Overall, US funds under management for the first quarter to 31 March 2004 rose
by 3.9 per cent to $160 billion.  Our US Asset Management business has grown
steadily and is an important part of our international growth.  We can now move
on and continue to develop our activities in this market.'


                                    - ends -

                                                                  21 June 2004
Enquiries



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            Pilgrim Baxter & Associates Confirms Settlement Agreements
                     with the SEC and New York Attorney General


Wayne, PA, June 21, 2004 -- Pilgrim Baxter & Associates, investment advisor to
the PBHG Funds, today confirmed that the firm has reached agreements with the
U.S. Securities and Exchange Commission and the Office of the New York State
Attorney General to settle charges related to past trading activity in the PBHG
Funds.


'These agreements serve to protect shareholder value and reach a resolution in
the best interests of the shareholders of the PBHG Funds,' said chief executive
officer David J. Bullock.  'Together with the significant reforms we have
already made to the company's policies and practices, the provisions of these
settlements bring long-term benefits to our fund shareholders.  We can now focus
on the future of the firm and our core mission of managing money and serving
investors.'


The settlement agreements address past trading activity in the PBHG Funds, which
led to the appointment of new leadership at Pilgrim Baxter in November 2003.
Under the terms of the settlements, the Company has agreed to the following
provisions:

•         payment of $40 million in disgorgement and $50 million in civil
penalties, all of which will be paid as restitution to fund shareholders
according to a plan to be developed by an independent consultant; and

•         reduction of approximately $10 million in mutual fund management
fees over the next five years.



In addition to the settlement terms, Pilgrim Baxter, in conjunction with the
Board of Trustees of the PBHG Funds, has instituted in recent months the
following significant reforms, all of which provide additional protections to
benefit fund shareholders:

•         to deter market timers, 2% redemption fees are being applied as
outlined in the prospectus effective June 1 for PBHG Funds shares sold within 10
days of purchase, with all fees paid directly into the affected funds;

•         prospectuses for the PBHG Funds have been amended to include
detailed disclosure of the firm's stringent anti-market timing protocols and
practices to combat market timing;

•         an enhanced Code of Ethics governing all employees at Pilgrim Baxter
has been adopted to prohibit investments by employees that could create
conflicts of interest with fund shareholders, including mandatory minimum
holding periods for investments in PBHG Funds;

•         the capacity of Pilgrim Baxter's legal and compliance staff has been
expanded to ensure that sufficient resources are dedicated to oversight of
employee investments and overall compliance monitoring;

•         a new uniform policy on the disclosure of fund holdings has been
adopted, with full portfolio holdings for the PBHG Funds made publicly available
on the PBHG Funds website 15 days after each quarter-end; and

•          an independent audit of the company's internal controls and
procedures has been conducted to ensure the adequacy of the firm's key practices
and procedures.



'We thank our shareholders and clients for their patience and support as we have
worked to implement these reforms over the last six months.  Pilgrim Baxter's
highest priority will remain to safeguard the interests of our investors,' said
Mr. Bullock.  'We welcome the opportunity to earn the confidence of investors by
providing best-in-class investment offerings and outstanding service.  Everyone
at Pilgrim Baxter is dedicated to that task.'



                    About Pilgrim Baxter & Associates, Ltd.

Founded in 1982, Pilgrim Baxter & Associates provides high-quality, actively
managed investment products through a range of growth-oriented and core equity
institutional strategies and through the PBHG Funds, a family of 18 mutual
funds.  The firm managed a total of $5.2 billion as of March 31, 2004, not
including the funds sub-advised by affiliated firms within Old Mutual Asset
Management, the US asset management group of Pilgrim Baxter's corporate parent,
London-based Old Mutual plc.  More information on the PBHG Funds is available by
phone at [phone] or through the company's Web site at www.pbhgfunds.com.


Media contact:


Tucker Hewes, Hewes Communications, Inc., [phone], [e-mail]



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