Issue of Equity

Real Good Food Company Plc (The)
22 December 2003


                                                          For Immediate Release
 
                                                            22nd December, 2003


                         The Real Good Food Company Plc
                      ('Real Good Food' or 'the Company')

   Proposed Placing of up to 7,407,407 new Ordinary Shares at 135p per share


Introduction
The Company announces that it proposes to raise up to £10,000,000 (before
expenses) by way of a Placing of up to 7,407,407 new Ordinary Shares.

Details of the Placing
Pursuant to the terms of the Placing the Company is proposing to issue to
institutional investors and clients of J M Finn & Co., up to 7,407,407 new
Ordinary Shares at 135 pence per share, to raise up to £10,000,000 before
expenses. The net proceeds of the Placing, which will amount to approximately
£9,470,000 (assuming full subscription under the Placing) are intended to
provide the cash element for any acquisitions which the Company makes in the
next 12 to 24 months.

The Placing is conditional, inter alia, on the approval of all of the
resolutions to be proposed at an Extraordinary General Meeting and Admission of
the new Ordinary Shares to trading on AIM. The Placing is not being
underwritten. A circular with details of the Placing and a notice of EGM will be
posted to shareholders later today.

It is the Directors' view that the Placing is the most appropriate way of
raising capital for the Company as it avoids the costs of a prospectus issue and
enables placees to take advantage of certain tax reliefs.

Whilst the Directors are aware of a number of companies, which may represent
potential acquisitions opportunities for the Company, no discussions have
advanced beyond a preliminary stage. The Directors expect that certain of the
potential acquisitions, in view of their size, may be classified as reverse
takeovers under the AIM Rules and as such will be subject to shareholder
approval at a shareholder meeting.

Application will be made for the Placing Shares to be admitted to trading on AIM
and dealings are expected to commence on 15th January, 2004.

Current Trading
Hayden's Bakeries
Sales are currently ahead of management expectations following the introduction
of new products for Waitrose and Marks & Spencers. Following the acquisition of
Hayden's Bakeries, weekly sales have increased from £200,000 to £265,000.
However, at present there are few signs of a seasonal uplift, as the Directors
believe that consumers may be delaying their Christmas related food purchases.
Capital expenditure for a new laminating plant has been approved and an
accelerated plan for further investment to reduce direct labour costs is
currently under review.

Eurofoods/Cool Fresh
Sales are currently behind management expectations as a result of further
customer rationalisation. However, margins are curently in line with
expectations. Sales to our major customer, Caffe Nero, continue to improve in
line with the roll-out of its new stores. Eurofoods has also commenced the
supply of products to Caffe Nero's Scottish stores and will continue to support
it throughout its planned roll-out strategy within the United Kingdom.
Discussions are at a preliminary stage to acquire the business and assets of a
company operating in this sector, which, if completed, should significantly
increase the revenue of the division following some necessary rationalisation.

Seriously Scrumptious
Whilst sales are in line with management expectations, which include an increase
in the volume of Christmas cakes being supplied to Waitrose, margins are lower
than budgeted, as a result of an overlap in running costs at the sites in
Glastonbury and the manufacturing activity at Hayden's Bakeries. On a positive
note, the new factory was opened on time and in line with its budgeted cost and
the Directors are confident that technical approval will be obtained from the
British Retail Consortium in the short term. A website has also recently been
launched to enable us to sell direct to our customers which can be found at
www.seriouslyscrumptious.co.uk.



Further Enquiries

The Real Good Food Company Plc
John Gibson                                                Tel: [phone]

J M Finn & Co.
Sam Smith                                                  Tel: [phone]

John East & Partners Limited
Simon Clements                                             Tel: [phone]



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