Offer Update

Standard Life plc
12 November 2007


FOR IMMEDIATE RELEASE


  Not for release, publication or distribution, in whole or in part, in or into
  any jurisdiction where to do so would constitute a violation of the relevant
                            laws of that jurisdiction
                                         
                                                                11 November 2007


The Board of Standard Life plc ('Standard Life') announces that it has conducted
a thorough review of the terms and structure for a possible revised offer for
Resolution plc ('Resolution'). A revised structure has been developed that 
Standard Life is confident could have been implemented with the approval of 
50.1% of Resolution shareholders. The Board has also considered the implications
for shareholder value that a restructured higher offer would have entailed in 
order to be successful in the current market conditions.

The Board of Standard Life continues to believe that an acquisition of
Resolution, together with the sale of certain assets to the Swiss Reinsurance
Company, has strong commercial logic and would have delivered significant
financial and operational synergies. However, it has concluded that a revised
offer would not create sufficient value for Standard Life shareholders at a
level that is likely to be successful. As a result, the Board of Standard Life
has decided not to increase or restructure its offer in any way and,
accordingly, Standard Life does not expect its offer to be implemented. The
Board of Standard Life has also given notice to terminate its obligations under
the merger agreement with Resolution.

Standard Life remains focused on executing its successful organic growth
strategy, building on its market leading positions and delivering strong
financial returns for its shareholders.

Dealing disclosure requirements

Under the provisions of Rule 8.3 of the City Code, if any person is, or becomes,
'interested' (directly or indirectly) in 1 per cent. or more of any class of
'relevant securities' of Standard Life or Resolution, all 'dealings' in any
'relevant securities' of that company (including by means of an option in
respect of, or a derivative referenced to, any such 'relevant securities') must
be publicly disclosed by no later than 3.30 p.m. (London time) on the London
business day following the date of the relevant transaction. This requirement
will continue until the Scheme becomes Effective, lapses or is otherwise
withdrawn or on which the 'offer period' otherwise ends (or if the Acquisition
is implemented by way of an offer, until the date on which such offer becomes,
or is declared, unconditional as to acceptances, lapses or is otherwise
withdrawn or on which the 'offer period' otherwise ends). If two or more persons
act together pursuant to an agreement or understanding, whether formal or
informal, to acquire an 'interest' in 'relevant securities' of Standard Life or
Resolution, they will be deemed to be a single person for the purpose of Rule
8.3.

Under the provisions of Rule 8.1 of the City Code, all 'dealings' in 'relevant
securities' of Resolution or Standard Life by Standard Life or Resolution, or by
any of their respective 'associates', must be disclosed by no later than 12.00
noon (London time) on the London business day following the date of the relevant
transaction.

A disclosure table, giving details of the companies in whose 'relevant
securities' 'dealings' should be disclosed, and the number of such securities in
issue, can be found on the Panel's website at www.thetakeoverpanel.org.uk.
'Interests in securities' arise, in summary, when a person has long economic
exposure, whether conditional or absolute, to changes in the price of
securities. In particular, a person will be treated as having an 'interest' by
virtue of the ownership or control of securities, or by virtue of any option in
respect of, or derivative referenced to, securities.

Terms in quotation marks are defined in the City Code, which can also be found
on the Panel's website. If you are in any doubt as to whether or not you are
required to disclose a 'dealing' under Rule 8, you should consult the Panel.

Overseas jurisdictions

The release, publication or distribution of this announcement in jurisdictions
other than the United Kingdom may be restricted by law and, therefore, any
persons who are subject to the laws of any jurisdiction other than the United
Kingdom should inform themselves about, and observe, any applicable
requirements. This announcement has been prepared for the purposes of complying
with English law, the City Code and the Listing Rules and the information
disclosed may not be the same as that which would have been disclosed if this
announcement had been prepared in accordance with the laws and regulations of
any jurisdiction outside of England.

This announcement is not intended to, and does not constitute, or form part of,
an offer to sell, purchase, exchange or subscribe for or a solicitation of an
offer to sell, purchase or exchange any securities or a solicitation of any vote
or approval in any jurisdiction. This announcement does not constitute a
prospectus or a prospectus equivalent document. Shareholders of Standard Life
and Resolution are advised to read carefully the formal documentation in
relation to the Offer once it has been despatched. The proposals relating to the
Offer will be made solely through the Scheme Document, which will contain the
full terms and conditions of the Offer, including details of how to vote with
respect to the Scheme. Any acceptance or other response to the proposals should 
be made only on the basis of the information in the Scheme Document.

In particular, this announcement is not an offer of securities for sale or a
solicitation of any offer to buy securities in the United States and the New St
andard Life Shares, which will be issued in connection with the Offer, have not
been, and will not be, registered under the US Securities Act or under the
securities law of any state, district or other jurisdiction of the United
States, Australia, Canada or Japan and no regulatory clearance in respect of the
New Standard Life Shares has been, or will be, applied for in any jurisdiction
other than the UK. The New Standard Life Shares may not be offered, sold, or,
delivered, directly or indirectly, in, into or from the United States without
registration under the US Securities Act or an exemption from registration. The
New Standard Life Shares may not be offered, sold, resold, delivered or 
distributed, directly or indirectly, in, into or from Canada, Australia or 
Japan or to, or for the account or benefit of, any resident of Australia, 
Canada or Japan absent an exemption from registration or an exemption
under relevant securities law. It is expected that the New Standard Life Shares
will be issued in reliance upon the exemption from the registration requirements
of the US Securities Act provided by Section 3(a)(10) thereof. Under applicable
US securities laws, persons (whether or not US Persons) who are or will be
'affiliates' within the meaning of the US Securities Act of Standard Life or
Resolution prior to, or of the Enlarged Group after, the Effective Date will 
be subject to certain transfer restrictions relating to the New Standard Life 
Shares received in connection with the Scheme.

The availability of the New Standard Life Shares, the Mix and Match Facility and
the Loan Note Alternative under the terms of the Offer to persons who are not
resident in the United Kingdom may be affected by the laws of the relevant
jurisdictions in which they are located. Persons who are not resident in the
United Kingdom should inform themselves of, and observe, any applicable
requirements.

The Loan Notes to be issued pursuant to the Loan Note Alternative have not been,
and will not be, listed on any stock exchange.

Notice to US Investors: The Offer relates to the shares of a UK company and is
proposed to be made by means of a scheme of arrangement provided for under the
laws of England and Wales. The Offer is subject to the disclosure requirements
and practices applicable in the United Kingdom to schemes of arrangement, which
differ from the disclosure and other requirements of US securities laws.
Financial information included in the relevant documentation will have been
prepared in accordance with accounting standards applicable in the United
Kingdom that may not be comparable to the financial statements of US companies.

If the Acquisition is implemented by way of an offer, it will be made in
accordance with the procedural and filing requirements of the US securities
laws, to the extent applicable. If the Acquisition is implemented by way of an
offer, the New Standard Life Shares to be issued in connection with such offer
will not be registered under the US Securities Act or under the securities laws
of any state, district or other jurisdiction of the United States and may not be
offered, sold or delivered, directly or indirectly, in the United States except
pursuant to an applicable exemption from, or in a transaction not subject to,
the registration requirements of the US Securities Act or such other securities
laws. Standard Life does not intend to register any such New Standard Life
Shares or part thereof in the United States or to conduct a public
offering of the New Standard Life Shares in the United States.




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