Filtrona Demerger - Part I

Bunzl PLC
17 May 2005


PART I OF III

Bunzl plc                                                            17 May 2005
                Proposals to demerge Filtrona plc on 6 June 2005

Bunzl plc ('Bunzl'), the international distribution and outsourcing Group,
announces that it is posting documents to its shareholders today proposing the
Demerger and public listing of Filtrona plc ('Filtrona'), the international,
market leading speciality plastic and fibre products supplier.

A Bunzl Extraordinary General Meeting to approve the Demerger is scheduled for 2
June. If the Demerger is approved by shareholders, Filtrona is expected to start
trading as a separate company on 6 June.

As a result of the Demerger Bunzl shareholders will continue to hold their
shares in Bunzl and will receive a direct pro rata interest in Filtrona.

Filtrona is an international, market leading speciality plastic and fibre
products supplier. It is a business area of Bunzl which, by concentrating on
niche international markets, has been able to establish and develop strong
positions in chosen product categories. Filtrona is segmented into Plastic
Technologies and Fibre Technologies, each contributing similar levels of profits
to Bunzl. Plastic Technologies produces, sources and distributes protection and
finishing products, self-adhesive tear tape and certain security products, as
well as proprietary and customised plastic extrusions and packaging items for
consumer products. Fibre Technologies focuses on the production and supply of
special filters for cigarettes and bonded fibre products such as reservoirs and
wicks for writing instruments and printers, household products and medical
diagnostic devices.

Filtrona will be chaired by Jeff Harris. Its Chief Executive will be Mark Harper
who has headed Filtrona under Bunzl since 1996, and who will resign from the
Bunzl Board following shareholder approval of the Demerger. Steve Dryden will be
Finance Director of Filtrona, a position he has held within the Bunzl Group
since 2002. Paul Drechsler, Adrian Auer and Paul Heiden have been appointed as
non-executive Directors of Filtrona.

Filtrona will be listed on the London Stock Exchange and is expected to be
classified within the FTSE Support Services sector and be a constituent company
of the FTSE250 Index.

Following the Demerger, Bunzl will be a focused, international valued-added
distribution and outsourcing Group with operations in North America, Europe and
Australasia. Bunzl will be a leading supplier of a range of products, including
outsourced food packaging, disposable supplies and cleaning and safety products
for supermarkets, redistributors, caterers, food processors, hotels, contract
cleaners, non-food retail and other industrial users.

Commenting on today's announcement, Anthony Habgood, Chairman of Bunzl, said:

'This demerger is a logical next step in the development of Bunzl. Both Bunzl
and Filtrona have strong international market positions in their chosen areas of
focus and a history of good growth and consistently high returns. Both are
well-balanced companies with opportunities to continue to grow and have the
management and financial strength to succeed. '

Also commenting on today's announcement, Mark Harper, Chief Executive of
Filtrona, said:

'All of us within Filtrona are excited at the prospect of becoming a strong,
independent public company. Filtrona is an international, market leading
speciality plastic and fibre products supplier and as such is well positioned to
continue its track record of success.'

Enquiries

Bunzl plc                                          Tel: [phone]

Anthony Habgood, Chairman
David Williams, Finance Director

Filtrona plc                                       Tel: [phone]
Mark Harper, Chief Executive
Steve Dryden, Finance Director

JPMorgan Cazenove                                  Tel: [phone]
Julian Cazalet
Nick Garrett
Robert Constant

Finsbury                                           Tel: [phone]
Roland Rudd
Morgan Bone

This announcement shall not constitute or form any part of any offer or
invitation to subscribe for, underwrite or otherwise acquire, or any
solicitation of any offer to purchase or subscribe for, any shares in Filtrona
plc ('Filtrona' or the 'Company'). This announcement (or any part of it) shall
not form the basis of, or be relied on in connection with, any contract to
purchase or subscribe for any shares in Filtrona or any commitment whatsoever.

This announcement (i) does not constitute listing particulars, within the
meaning of section 79 of the Financial Services and Markets Act 2000 ('FSMA');
(ii) does not, and does not purport to, comply with the provisions of the said
section 79 or of the Listing Rules made by the UK Listing Authority pursuant to
section 74 of FSMA (the 'Listing Rules'); and (iii) does not contain all of the
information required to be contained in listing particulars published in
accordance with the aforementioned provisions. You are referred to the Listing
Particulars to be published by the Company on 17 May 2005 for a description of
the Company, the businesses of the Filtrona group of companies (the 'Group') and
certain risk factors relevant to the group.

This announcement contains various forward-looking statements regarding events
and trends that are subject to risk and uncertainties that could cause the
actual results and financial position of the company to differ materially from
the information presented herein. Forward-looking statements include information
concerning possible and assumed future results of the company's operations,
earnings, economic conditions affecting the industries in which the company
operates and demand and other aspects of the group's businesses. When used in
this announcement the words 'estimate', 'project', 'intend', 'anticipate',
'believe', 'expect', 'should', and similar expressions, as they relate to the
company or its management, are intended to identify such forward-looking
statements, which speak only as of the date hereof. Filtrona undertakes no
obligation to update publicly or revise any of the forward-looking statements,
whether as a result of new information, future events or otherwise save in
respect of any requirement under English statutory law or the listing rules.

The distribution of this announcement in certain jurisdictions may be restricted
by law, and persons into whose possession this announcement comes should inform
themselves about, and observe, any such restrictions. Any failure to comply with
these restrictions may constitute a violation of the laws of any such
jurisdiction.

The Filtrona shares to be distributed in connection with the demerger will not
be, and are not required to be, registered with the SEC under the US Securities
Act or any US state securities law. Neither the SEC nor any US State Securities
Commission has approved or disapproved the Filtrona shares or passed comment or
opinion upon the accuracy or adequacy of this announcement. Any representation
to the contrary is a criminal offence in the United States.

JPMorgan Cazenove Limited (''JPMorgan Cazenove''), which is regulated in the UK
by the Financial Services Authority, is acting exclusively for Bunzl plc and
Filtrona plc and no one else in relation to the Demerger and Admission and will
not be responsible to anyone other than Bunzl plc and Filtrona plc for providing
the protections afforded to its customers or for providing advice in relation to
the Demerger and Admission.





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