Pricing and allocation

Investec PLC
22 July 2002





Not for publication, distribution or release in or into the United States,
Canada, Australia or Japan



The ordinary shares are not being registered under the U.S. Securities Act of
1933 (the 'Securities Act') and may not be offered or sold in the United States
(as such term is defined in Regulation S under such Act) absent registration or
an exemption from registration, and any offering of securities to be made in the
United States will be made by means of an Offering Circular that may be obtained
from Investec PLC that will contain detailed financial information about
Investec PLC and management, as well as financial statements.







22 July, 2002



INVESTEC

PRICING AND ALLOCATION



Ahead of its dual listing on the London Stock Exchange and the JSE Securities
Exchange, Investec PLC today announces:



Pricing and valuation



•                4 million new ordinary shares of Investec PLC made available in
the Global Offer, representing approximately 3.5% of the total enlarged ordinary
share capital of the Investec Group.



•                Offer price has been set at £8.30 per new ordinary share,
approximately a 6% discount to the closing share price for Investec Group 
Limited on 19 July 2002 of 138.49 Rand (£8.85 at an exchange rate of R15.65: £1).
Gross proceeds of £33.2 million.


Dealings



•         Conditional dealings in the ordinary shares on the London Stock
          Exchange commence today.



•         Admission and unconditional dealings in the ordinary shares are
          expected to commence on the London Stock Exchange at 8am (London time)
          on 29 July 2002.







Stephen Koseff, Chief Executive Officer of Investec, said:



'Against a backdrop of very difficult market conditions, we are extremely
pleased to have achieved our three core objectives: establishing the London
listing, creating a degree of liquidity in the London market and, critically,
attracting a strong group of blue chip institutional shareholders to support our
growth going forward.'



Bernard Kantor, Managing Director of Investec, said:



'We are delighted to be listing in London.  The listing will provide us with
greater access to capital markets and enhance our international profile.  We are
pleased with the positive reception we have had from institutional investors
during our international roadshow.'





Schroder Salomon Smith Barney acted as sole sponsor to the listing and as sole
bookrunner to the Global Offer.  Goldman Sachs International, Investec
Investment Banking & Securities and Schroder Salomon Smith Barney acted as joint
global co-ordinators and joint lead managers to the Global Offer.





Contacts


Investec                            Rayanne Jacobson                             020 7597 4000

                                    Global Head of Group Finance
                                    Les Penfold

                                    Project Co-ordinator
                                    Ursula Munitich                              + 27 11 286 7184

                                    Investor Relations

Goldman Sachs                       Gavin Brake                                  020 7774 1000

Investec Investment Banking &       Russell Chambers                             020 7597 4000
Securities


Schroder Salomon Smith Barney       Gareth Lake                                  020 7986 4000

Citigate Dewe Rogerson              Jonathan Clare                               020 7638 9571

                                    Simon Rigby

                                    Sara Batchelor

                                    Philippa Greey



The contents of this announcement, which has been prepared by and is the sole
responsibility of Investec PLC, have been approved solely for the purposes of
section 21 of the Financial Services and Markets Act 2000 by Goldman Sachs
International of Peterborough Court, 133 Fleet Street, London EC4A 2BB, Investec
Investment Banking & Securities (trading as 'Investec'), of 2 Gresham Street,
London, EC2V 7QP and Schroder Salomon Smith Barney of Citigroup Centre, Canada
Square, 33 Canary Wharf, London E14 5LB. 'Schroder' is a trade mark of Schroder
Holdings plc and is used under licence by Salomon Brothers International
Limited.



Goldman Sachs International, Investec Investment Banking & Securities and
Schroder Salomon Smith Barney are acting for Investec PLC and Investec Limited
('IGL') (formerly Investec Group Limited) and no one else in connection with the
proposed listing and Global Offer and will not be responsible to any other
person for providing the protections afforded to their respective clients or for
providing advice in relation to the proposed listing and Global Offer.



No offer or invitation to acquire shares in Investec PLC or IGL is being made by
or in connection with this announcement.  Any such offer will be made solely by
means of an offering circular to be published in due course and any acquisition
of shares should be made on the basis of the information contained in such
offering circular.  The value of shares can go down as well as up.  Past
performance is not a guide to future performance.  Potential investors should
consult a professional adviser as to the suitability of any Global Offer for the
individual concerned.



The ordinary shares are not being registered under the Securities Act and may
not be offered or sold in the United States (as such term is defined in
Regulation S under such Act) absent registration or an exemption from
registration, and any offering of securities to be made in the United States
will be made by means of an Offering Circular that may be obtained from Investec
PLC that will contain detailed financial information about Investec PLC and
management, as well as financial statements.



This announcement does not constitute an offer to sell, exchange or transfer any
securities of Investec PLC and/or IGL and is not soliciting an offer to
purchase, exchange or transfer such securities in any jurisdiction where the
offer, sale, exchange or transfer is not permitted or to any person or entity to
whom it is unlawful to make that offer, sale, exchange or transfer.  This
announcement is not an offer of securities for sale in the United States.
Securities may not be offered or sold in the United States absent registration
or an exemption from registration.  No public offering will be made in the
United States



This announcement contains certain forward-looking statements. Such
forward-looking statements involve risks and uncertainties that could
significantly affect expected results and are based on certain key assumptions.
Many factors could cause actual results to differ materially from those
projected or implied in any forward-looking statements. Due to such
uncertainties and risks, readers are cautioned not to place undue reliance on
such forward-looking statements, which speak only as of the date hereof.
Investec disclaims any obligation to update any forward-looking statements
contained herein, except as required pursuant to applicable law.



Investec PLC and the managers have agreed that no over-allotment option be
granted to the managers and no stabilisation will take place in the aftermarket
by the managers.


Notes to editors



Key Features of The Dual Listed Structure



Unified boards and management

Investec will operate as a single corporate group.  As IGL and Investec PLC are
separate corporate entities, they each continue to have a board of directors,
but the boards of IGL and Investec PLC comprise of the same people.  The boards
of IGL and Investec PLC, in addition to their duties to the company concerned,
have regard to the interests of both the IGL shareholders and Investec PLC
shareholders as if the two companies were a single economic enterprise.

Separate entities and listings

IGL and Investec PLC have separate corporate identities and will have separate
stock exchange listings.  IGL will continue to have a primary listing on the JSE
and Investec PLC is seeking a primary listing on the Official List of the UK and
also a listing on the JSE.

Following admission, Investec PLC is expected to be eligible for inclusion in
the FTSE indices.  In South Africa, Investec PLC and IGL will be considered
together, as a single enterprise, for the purposes of index inclusion.

Neither Investec PLC nor IGL may issue any blanket cross-guarantees between
themselves.

Equivalent economic interests

Both IGL ordinary shareholders and Investec PLC ordinary shareholders have
economic and voting interests in Investec.  The economic interests represented
by an ordinary share in one company relative to the economic interests of an
ordinary share in the other company will be determined by reference to a ratio
known as the ''Equalisation Ratio''.

Following the unbundling of the ordinary shares of Investec PLC by IGL, the
economic interests attached to each IGL ordinary share and each Investec PLC
ordinary share are the same, on the basis that the initial Equalisation Ratio is
1:1.

It is expected that if Investec PLC declares a dividend to its ordinary
shareholders that IGL will pay an equivalent dividend per share and vice versa.
Subject to any regulatory approvals, an ordinary shareholder may receive its
dividend entitlement from either or both of IGL and Investec PLC through
dividend access share arrangements which are to be put in place as part of the
DLC Structure.

Arrangements have also been put in place to ensure that Investec PLC ordinary
shareholders and IGL ordinary shareholders are treated in an economically
equivalent way should the DLC Structure ever be terminated.

Voting and takeover arrangements

Certain provisions have been put in place that are customary in a DLC Structure
of this type which:

•         provide that Investec PLC ordinary shareholders and IGL ordinary
shareholders vote together as a single electorate on most shareholder matters;
and

•         mean that a person cannot gain control of one company without an
equivalent offer on equivalent terms having been made to the ordinary
shareholders in the other company.








                      This information is provided by RNS
            The company news service from the London Stock Exchange