Public Tender/Exchge Offer

HSBC HOLDINGS PLC
28 September 1999


         HSBC EXTENDS PUBLIC TENDER/EXCHANGE OFFER FOR
                 SAFRA REPUBLIC HOLDINGS S.A.

HSBC announced today that it has extended to 5:00 p.m.
(Luxembourg/Swiss time) on 29 October 1999 the expiration of
the offer period for its public tender/exchange offer for all
issued shares of common stock, par value USD2.50 each, of Safra
Republic Holdings S.A. not owned directly or indirectly by
Republic New York Corporation or Safra Republic. HSBC has been
advised that approximately 27,497,761 shares of Safra Republic
common stock had been tendered pursuant to the Offer.

Republic has previously announced that it is investigating
certain activities of Republic New York Securities Corporation.
HSBC expects to receive further information as the
investigation progresses. Depending, among other things, on the
facts uncovered by the investigation and the timing and status
of regulatory approvals and the Republic stockholder meeting,
HSBC may determine, subject to the terms and conditions of the
Transaction Agreement and Plan of Merger, dated as of 10 May
1999, among HSBC, Republic and Safra Republic, to extend the
Offer Period again on one or more occasions. As previously
announced, while reserving all rights that it may have under
the Transaction Agreement, HSBC continues to work with Republic
and Safra Republic toward closing of the Republic merger and
the Safra Republic tender/exchange offer in accordance with the
Transaction Agreement.

HSBC will publish a formal notice of extension as soon as
possible in accordance with the provisions of the Offer
Prospectus dated 1 September 1999.

By way of variation of the terms and conditions of the Offer
contained in the Offer Prospectus, holders of Safra Republic
common stock who tendered their shares on or before 30
September 1999 will be permitted to withdraw their tenders,
should they choose to do so. Procedures for withdrawing
tendered shares of Safra Republic common stock are set forth in
Annex A to this press release and will be published in the
formal notice of extension.

The Offer is being made to holders of Safra Republic common
stock solely by means of the Offer Prospectus dated 1 September
1999 and the green Acceptance Forms (other than for United
States shareholders, who should also receive the blue
Supplemental Offer Document for United States Shareholders
dated 1 September 1999 and the yellow Acceptance Forms for
United States Shareholders). Copies of the Offer Prospectus,
blue Supplemental Offer Document for United States
Shareholders, green Acceptance Forms and yellow Acceptance
Forms may be obtained from Republic National Bank of New York
(Luxembourg) S.A., 32, boulevard Royal, L-2449 Luxembourg
(Telephone: [phone]) or from UBS AG, Bahnhofstrasse
45, 8098 Zurich, Switzerland (Telephone: [phone]).
United States holders of Safra Republic common stock may obtain
the Offer Prospectus, the blue Supplemental Offer Document for
United States Shareholders and the yellow Acceptance Forms from
HSBC Bank USA, the U.S. Forwarding Agent for the Offer, at HSBC
Bank USA, Issuer Services, 140 Broadway, Level A, New York, NY
10005-1180 (Telephone [phone]).

                            Annex A
                               
                       Withdrawal Rights

For a withdrawal of tendered shares of common stock, par value
USD2.50 each (the 'SRH Common Stock'), of Safra Republic
Holdings S.A. ('SRH') to be effective, a written notice of
withdrawal must be received prior to 5:00 p.m.
(Luxembourg/Swiss time) on 29 October 1999 (or such later time
to which the Offer Period may be extended) by Republic National
Bank of New York (Luxembourg) S.A. ('RNB (Luxembourg)'), if the
original tender was made through RNB (Luxembourg), or UBS AG,
if the original tender was made through UBS AG, at its
respective address specified on the front cover of the Offer
Prospectus. A holder of SRH Common Stock who tendered through a
financial institution other than RNB (Luxembourg) or UBS AG and
who wishes to withdraw its shares of SRH Common Stock should
contact the relevant financial institution through which it
tendered to instruct it to withdraw the tender of shares of SRH
Common Stock made on its behalf.

Any such notice of withdrawal must specify: (1) the name and
address of the person who tendered the shares of SRH Common
Stock to be withdrawn as set forth in the Acceptance Forms used
to tender such shares, (2) the number of shares of SRH Common
Stock to be withdrawn and, (3) in the case of tenders of
certificates evidencing registered shares, the name of the
registered holder, if different from that of the person who
tendered such certificates evidencing registered shares. If
fewer than all of the shares of SRH Common Stock tendered are
to be withdrawn, the notice must also specify the number of
shares withdrawn that were tendered for cash and the number of
shares withdrawn that were tendered for Notes.

All questions as to the form and validity (including time of
receipt) of notices of withdrawal will be determined by HSBC
Holdings plc ('HSBC'), in its sole discretion, whose
determination shall be final and binding on all parties. No
withdrawal of shares of SRH Common Stock shall be deemed to
have been properly made until all defects and irregularities
have been cured or waived.  None of HSBC, SRH, RNB
(Luxembourg), UBS AG or any other person will be under any duty
to give notification of any defects or irregularities in any
notice of withdrawal or incur any liability for failing to give
such notification.

Withdrawals of shares of SRH Common Stock may not be rescinded.
Any shares of SRH Common Stock properly withdrawn will be
deemed not to have been validly tendered for purposes of the
Offer, but may be retendered at any subsequent time prior to
the expiration of the Offer Period by following the procedures
described in Section 4.7 of the Offer Prospectus.

The Offer and withdrawal rights are governed in their entirety
by the laws of Luxembourg. All disputes relating to the Offer
and withdrawal rights shall be within the exclusive
jurisdiction of the courts of Luxembourg-Ville.