Partnership Agreement

SUTTON HARBOUR HOLDINGS PLC
13 October 1999



   PLYMOUTH CITY COUNCIL AND SUTTON HARBOUR TO SIGN DEVELOPMENT PARTNERSHIP
                                     DEAL
       Signing Ceremony and formal announcement: Wednesday October 13th

A  development partnership which has secured over £41m worth of investment  in
Plymouth's  historic  Barbican and the adjoining Coxside  and  Sutton  Harbour
areas is to be strengthened today by the signing of a formal agreement between
Plymouth City Council and Sutton Harbour Holdings plc.

The  successful, but informal relationship which has existed  for  many  years
between  the  council and the company has resulted in  an impressive  list  of
achievements  including: the fish market, lock gates  and  bridge,  Dartington
Glass,  North  Quay  House, the National Marine Aquarium,  Coxside  Car  Park,
Lockyers  Quay  public house and the Travel Lodge Hotel plus a wide  range  of
environmental  improvements  such as new street furniture,  street  signs  and
public art projects.

The  new  partnership  is being established to develop  a  series  of  further
initiatives  including  the  new  Plymouth Barbican  Centre,  improvements  to
Phoenix  Wharf  and  Elphinstone  and the  regeneration  of  Moon  Street  and
Commercial Wharf.

The  benefits of the new arrangement which will initially run for three years,
include a commitment by both parties to bring forward more quality development
around Sutton Harbour, which could include the acquisition of new sites not in
the ownership of the partners.  The Sutton Harbour Group will be the preferred
partner  on all the development sites and the city council will also put  into
the  equation  its  planning,  project and funding  expertise  to  ensure  the
regeneration of this important area continues into the next century.

In a letter sent to shareholders today, Chairman Ellen Winser said:

'I  promised  to  let you know of further developments as  soon  as  I  could.
Plymouth City Council has today issued the enclosed announcement.

As  you  can  see,  Sutton  Harbour Holdings plc has  entered  into  a  unique
partnership  with Plymouth City Council to develop land and buildings  in  and
around  Sutton Harbour.  The terms of the partnership involve harnessing  your
company's  proven skills in regeneration and development with the considerable
portfolio of property belonging to the City Council.  The company is  entitled
to management fees and a share of the development gain.  The opportunities for
your  company  to enhance profitability from these additional developments  is
considerable though it will, as you might imagine, take quite a while for  the
full  benefits  to flow through.  In addition, these extra developments  will,
when completed, further enhance the value of property around the harbour, much
of  which  belongs  to  your company.  Each individual development  is  to  be
assessed  separately.   In  this way, the risks  to  your  company  have  been
significantly reduced without, in your Board's opinion, impairing  the  profit
potential for your company.

We  intend  to  publish  our interim figures for the  six  months  ended  30th
September  before the end of November when I will have more to say  about  our
progress in the first half of the current year.

For further information please contact:
Ian Blackhouse, Plymouth City Council Press Officer:  Tel:  [phone]
Ken Rees, Winningtons:                                Tel:  [phone]
                                                      Mobile: [phone]