Grant of Options-Replacement

Telecom Plus PLC
09 March 2006


The announcement replaces RNS announcement 5001Z dated 8 March 2006. The total
number of Existing Shares over which options have been granted on 8 March 2006
should have read 3,919,170 and not '382,686'. As a result, npower now has an
option over 16,875,211 existing ordinary shares not '13,338,727' as previously
stated. All other details remain the same.

9 March 2006

                                Telecom plus plc

     Grant of options over Directors' and Senior Employees' Existing Shares

In accordance with the announcements made on 16 February 2006 and 7 March 2006,
Telecom plus plc (the 'Company') has been notified today that certain Directors,
senior employees and connected persons, as detailed below, have on 8 March 2006
granted Npower Limited (npower) an option to acquire part or all of the
shareholdings in the Company in which they are interested amounting in aggregate
to 3,919,170 ordinary shares, representing approximately 5.8 per cent. of the
existing issued share capital of the Company. As a result, npower now has an
option over 16,875,211 existing ordinary shares representing 24.7 per cent. of
the issued share capital. The completion of the transaction is conditional on
further options being granted such that npower has options to acquire an
aggregate of 19,817,711 ordinary shares, representing approximately 29 per cent
of the existing issued share capital.

Name of Director or senior             Number of       Number of   Percentage of
employee                         Existing Shares Existing Shares Existing Issued
                                                      over which   Share Capital
                                                    Options have  under option
                                                    been granted
                                                      granted to
                                                        npower
                                                                           (%)

Peter Nutting                          746,750         500,000             0.7

John Levin                           2,254,028       2,254,028             3.3

Stephen Davis                           54,730          54,730             0.1

Richard Michell                        382,686         360,412             0.5

Wayne Coupland                         250,000         250,000             0.4

Clifford Wetherall                     250,000         250,000             0.4

Malcolm Wolpert                        250,000         250,000             0.4

                         Total       4,188,194       3,919,170             5.8

This option is exercisable in the six months following publication of the
Company's results for the year ending 31 March 2009. The price per ordinary
share payable by npower on exercise of the option is equal to four times EBITDA
for the year ending 31 March 2008 plus eight times the EBITDA for the year
ending 31 March 2009 (net of cash and debt) divided by the number of ordinary
shares in issue at the time of exercise of the call option, or market value if
higher (based on the average closing price for the preceding 20 dealing days).


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