Acquisition

Capital & Regional plc
26 February 2007



                                                                26 February 2007

CAPITAL & REGIONAL PLC:

X-LEISURE ACQUIRES XSCAPE MILTON KEYNES AND XSCAPE CASTLEFORD TO GROW TO £900
MILLION

Capital & Regional plc, the co-investing property asset manager, today announces
that the X-Leisure Fund has acquired Xscape Castleford and Xscape Milton Keynes
from its partnerships with clients of Rockspring Property Investment Managers
Limited and consequently the X-Leisure Fund has grown to over £900 million gross
assets.

For Capital & Regional this is a merger of its partnership interests into the
X-Leisure Fund.  Its total exposure to leisure remains unchanged but diversified
over a larger portfolio.  Its two partnership interests are exchanged for 29.1m
units in the X-Leisure Fund, increasing its share of the fund from 10.6% to
20.02%.

At the latest published X-Leisure unit price the partnerships, which are both
managed by C&R, received a gross value of £192m for the two properties,
substantially in excess of the £179m valuation at 30 June 2006.  C&R owned 50%
of Milton Keynes and 66.7% of Castleford.  Construction started on Milton Keynes
in 1998, and over the period since C&R has made a total profit on its share of
the two developments of £36.7 million.

From the partnership's viewpoint the total consideration has been satisfied by
the issue of 29.1m X-Leisure units to C&R, a contract for difference for a
further 14.6 X-Leisure units issued to a client of Rockspring, cash of £16m
issued to another client of Rockspring and debt and working capital of £99m.

PY Gerbeau, Chief Executive of X-Leisure, commented:  "We are delighted to merge
the ownership and management of the majority of Capital & Regional's leisure
interests in a single powerful vehicle, giving greater focus and clarity of the
X-Leisure and Xscape brands to business partners and investors alike.  Leisure
destinations have grown phenomenally in popularity over the past few years, both
with consumers and investors.  The success of our business model focuses on
providing our customers with a unique leisure experience, in association with
partnerships with key brands and business partners.  It also provides our
investors with opportunities to diversify their exposure to include leisure
property.  This unique approach to the leisure industry, supported by strong and
key partnerships, has driven over fifty million visitors a year to our
destinations.  Plus, our high performing portfolio combined with an established
track record forms a solid foundation for the market's long-term faith in our
business model and leisure property".

Robert Palmer, Director of Rockspring Investment Managers Limited, said:  "
Having been an investor in Xscape for six years, we are pleased to have now been
given this opportunity to broaden and diversify our investment into the wider
X-Leisure Fund, and through the innovative structure that has been devised, we
look forward to being part of its ongoing growth and success".

Alasdair Evans, Fund Director of X-Leisure, commented:  "Xscape Milton Keynes
and Xscape Castleford are two of the best leisure facilities in the UK which
will help the
X-Leisure Fund to improve growth, diversity and outperformance.  We have broken
new ground in two areas.  The institutional asset class of leisure has been
broadened to include real snow ski slopes; and property derivatives have been
used to effect an asset-specific transaction for the first time.  We intend to
grow assets to £1.5 billion over the next five years through the acquisition of
new properties and the introduction of new investors."

Notes to Editors:

About Capital & Regional plc

Capital & Regional is the co-investing asset manager which specialises in town
centre shopping centres, out of town retail parks and urban entertainment
complexes.

Capital & Regional founded the Mall and Junction Funds in conjunction with
Morley Fund Management.  It also founded the X-Leisure fund with Hermes
Investment Management Limited, and has a number of other joint ventures and
developments.  Its shares are quoted on the London Stock Exchange.


For further information see:  www.capreg.com

About the X-Leisure Fund

The X-Leisure Fund (the X-Leisure Unit Trust and its subsidiary entities) is the
UK's largest leisure fund, with eighteen major leisure destinations around the
UK including Brighton Marina, 02 Centre London and West India Quay, London
Docklands.  The X-Leisure Fund has eighteen properties and has grown from £500m
gross assets when it began in March 2004 to over £900m today.  Investment
performance has been driven by Capital & Regional's specialist leisure division
developing the right mix of leisure partners and special events to attract over
50 million visitors per year, so driving occupier demand and rental growth.

For further information see:  http://www.x-leisure.co.uk


About Xscape Castleford

The 430,000 sq ft Xscape Castleford opened in October 2003 and welcomes almost
3.5m visitors a year.  It was identified as the top leisure attraction in the UK
by the Times in 2006.  It boasts a 170m real snow slope, two rock climbing
walls, an aerial assault course, indoor skateboard park, Laserzone, bowling,
multiplex cinema, and twenty bars and restaurants.

For further information see:  http://www.xscape.co.uk


About Xscape Milton Keynes

Xscape Milton Keynes was the first Xscape destination, opening in November 2000
and is now visited by 6 million people a year.  It consists of some 550,000 sq
ft leisure and retail accommodation anchored by a 170m real snow slope.  Other
tenants include a 16-screen Cineworld cinema, Airkix indoor skydiving, a twenty
four-lane bowling centre, Virgin Active health club, sixteen restaurants, bars
and cafes and a range of urban lifestyle retailers such as Ellis Brigham,
Billabong, Rip Curl, O'Neill and Quiksilver.

For further information see:  http://www.xscape.co.uk




                                    - ENDS -

For further information:

Capital & Regional plc:

PY Gerbeau, CEO C&R Leisure Division
Tel:  [phone]

William Sunnucks, Group Finance Director
Tel.  [phone]


Maitland

Martin Leeburn
Tel:  [phone]

Emma Burdett
Tel:  [phone]




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