Re Shares in Issue

Guinness Peat Group PLC
24 May 2001

Guinness Peat Group plc

                    GUINNESS PEAT GROUP plc
                   ('GPG' or 'the Company')

Guinness   Peat   Group  plc  confirms  that,  following   the
allotments  in  respect of the Scrip Dividend Alternative  and
the Capitalisation Issue, the new number of shares in issue is
now  535,231,089  (five hundred and thirty five  million,  two
hundred  and  thirty one thousand, and eighty  nine)  Ordinary
Shares of 10p each.

The  next  allotment is anticipated to take place on Friday  6
July  2001 in respect of Conversion of Convertible Loan  Notes
upon  the  first Redemption Date. If all CLN holders  were  to
convert  the maximum number of CLNs then a total of  8,489,019
shares would be allotted. An announcement confirming the final
numbers will be made following that allotment.