SAR - Paragon Group of Co.

Schroders PLC
11 February 2003

                                                                      FORM SAR 3

Lodge with a RIS or Newstrack and the Takeover Panel. A copy must also be sent
to the company the shares of which are acquired.

Date of disclosure:     11/02/03

   DISCLOSURE UNDER RULE 3 OF THE RULES GOVERNING SUBSTANTIAL ACQUISITIONS OF
                                SHARES ('SARs')

Date of acquisition     10/02/03

Acquisition in          Paragon Group of Companies Plc
                                   
    (1)     Class of voting shares  Number of shares over shares         If rights over shares acquired, as 
    (e.g. ordinary shares)          acquired                             opposed to the shares themselves, 
                                                                         specify nature of rights

10p ordinary shares                                     150,000 shares

                                     
    (2)     Resultant total holding   Resultant total holding of rights   Total percentage 
    of voting shares (and % of total  over shares (and % of total
    voting shares in issue)           voting shares in issue)

17,809,547 shares (15.078%)
                                                                                       15.078%


 (3)     Party making disclosure     Schroders plc
                                                      Schroders plc on behalf of institutional clients on
        (4)     (a)     Name of person acquiring      a non-beneficial basis
        shares or rights over shares and, if
        different, beneficial owner


             (b)     Names of any other persons
        acting by agreement or understanding (see SAR 5)


Signed, for and on behalf of the party named in (3) above

(Also print name of signatory)     Alison Dunn

Telephone and extension number     020 7658 2959 (Direct line)

                          ___________________________

Note.     Under SAR 5, the holdings of and acquisitions by persons acting by
agreement or understanding must be aggregated and treated as a holding of or
acquisition by one person. Note 3 on SAR 5 requires persons who must aggregate
holdings to disclose certain disposals.

For full details of the SARs disclosure requirements, see Rules 3 and 5 of the
SARs. If in doubt, contact the Panel on Takeovers and Mergers, Tel. No.: 020
7638 012


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