Halifax Partial Offer Unconditional

St. James's Place Capital PLC
27 April 2000


NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO
CANADA, AUSTRALIA OR JAPAN.

                         RECOMMENDED PARTIAL OFFER FOR
                        -------------------------------
              ST. JAMES'S PLACE CAPITAL PLC BY HALIFAX GROUP PLC
             ----------------------------------------------------
            PARTIAL OFFER DECLARED UNCONDITIONAL AS TO ACCEPTANCES
           --------------------------------------------------------

Halifax announces that, by 3.00pm on Thursday, 27th April, 2000, the first
closing date of the recommended Partial Offer, valid acceptances had been
received in respect of 263,679,215 SJPC Shares, representing approximately
62.42 per cent. of the issued share capital of SJPC.  Of these, elections for
the Loan Note Alternative had been received in respect of 15,623,553 SJPC
Shares.  By that time, the making of the Partial Offer had been approved by
SJPC Shareholders holding 290,429,677 SJPC Shares representing approximately
69.39 per cent. of the voting rights of SJPC not held by Halifax (and persons
acting in concert with it).

Prior to the commencement of the offer period Halifax was beneficially
interested in 1,405,000 SJPC Shares, representing approximately 0.33 per cent.
of the issued share capital of SJPC.  On 22nd March, 2000, Halifax
conditionally agreed to acquire 66,850,351 shares from Prudential representing
approximately 15.8 per cent. of the issued share capital of SJPC.  Halifax now
therefore beneficially owns, has agreed to acquire from Prudential and has
received valid acceptances in respect of a total of 331,934,566 SJPC Shares,
representing 78.57 per cent. of the issued share capital of SJPC.

The Partial Offer has become unconditional as to acceptances.  The Partial
Offer and the Loan Note Alternative will remain open for acceptances until
3.00 p.m. on Thursday, 11th May, 2000 at which time they will close.  The
Partial Offer remains conditional, inter alia, upon regulatory approvals.  A
further announcement will be made in due course regarding satisfaction of the
remaining conditions.

As stated in the offer document dated 6th April, 2000, acceptances in excess
of 60 per cent. of a Shareholder's registered holding in SJPC on the Record
Date will be subject to scaling down.  The extent of the scaling down will be
determined on the basis of all valid acceptances received by the time the
Partial Offer closes for acceptances (3.00 p.m. on Thursday, 11th May, 2000)
and will be the subject of a further announcement in due course.

Enquiries:
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Halifax Group plc
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Charles Wycks (for analyst queries)               Tel:  [phone]
Alison Roberts (for press queries)                Tel:  [phone]

Lazard                                            Tel:  [phone]
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Marcus Agius, Vice Chairman
Christopher Hill, Director


St. James's Place Capital plc                     Tel:  [phone]
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Hugh Gladman, Legal and Compliance Director
Martin Moule, Finance Director

Cazenove & Co.                                    Tel:  [phone]
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David Mayhew
Tim Wise

Brunswick Group Limited (for St. James's Place Capital plc enquiries only)
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Alison Hogan, Partner                             Tel:  [phone]


Lazard Brothers & Co., Limited, which is regulated in the UK by The Securities
and Futures Authority Limited, is acting for Halifax and no one else in
connection with the Partial Offer and will not be responsible to anyone other
than Halifax for providing the protections afforded to customers of Lazard
Brothers & Co., Limited nor for providing advice in relation to the Partial
Offer.

Cazenove & Co., which is regulated by The Securities and Futures Authority
Limited is acting for SJPC and no one else in connection with the Partial
Offer and will not be responsible to anyone other than SJPC for providing the
protections afforded to customers of Cazenove & Co. nor for providing advice
in relation to the Partial Offer.

Words and expressions defined in the offer document dated 6th April, 2000,
shall, unless the context otherwise requires, have the same meanings when used
in this announcement.