Further Issue of Shares

Bear Stearns Private Equity Limited
07 February 2006

BEAR STEARNS PRIVATE EQUITY LIMITED

HSBC Private Bank Building, Rue du Pre, St Peter Port, Guernsey GY1 1LU

7 February 2006

Regulatory News Service

NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES OF AMERICA



BEAR STEARNS PRIVATE EQUITY LIMITED - FURTHER ISSUE OF SHARES

The Board of Bear Stearns Private Equity Limited (the 'Company') is pleased to
announce that 63,747,901 New Equity Shares and 26,326,569 New ZDP Shares have
today been allotted pursuant to the Placing announced on 24 January 2006
raising, in US dollar terms (using prevailing exchange rate as of 3 February
2006), an aggregate of $91.7 million of new monies (before expenses).

'We are pleased with the results of this secondary offering both in terms of its
size and its broad acceptance,' said Company Chairman Trevor Ash. 'The issue has
allowed the Company to broaden its investor base including pension funds,
private wealth management groups, and discretionary asset managers.
Subscriptions came from investors in the UK, Europe, the Middle East, and nine
countries across Asia. The Company now has aggregate net assets in excess of
$150 million.'

Following the issue of the New Shares, the number of Equity Shares and ZDP
Shares in issue is 96,817,361 and 59,475,034, respectively. It is expected that
these New Shares will be admitted to the Official List and to trading on the
London Stock Exchange with effect from 8.00 am on 8 February 2006.

'The new share issuance should allow us to capitalize on an attractive deal flow
and to continue to build a well diversified private equity portfolio for our
investors' said Greg Getschow, Managing Director of Bear Stearns Asset
Management Inc. 'Our approach of using capital markets structuring, together
with an active use of secondary purchases and co-investments should assist us to
mitigate the private equity J-Curve and give our investors immediate exposure to
a well diversified private equity portfolio.'

The Issue was sponsored by Ernst & Young LLP and the primary placement agent for
the Equity Shares was HSBC Bank plc. Bear, Stearns & Co. Inc., Bear, Stearns
International Limited. and Migdal Hitum Ve'kidum Asakim Ltd. also acted as
placement agents for the Equity Shares. Winterflood Securities Limited was the
primary placement agent for the ZDP Shares.



THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM PART OF AN OFFER TO SELL,
PURCHASE, EXCHANGE OR SUBSCRIBE FOR ANY SECURITIES OR SOLICITATION OF SUCH AN
OFFER IN THE UNITED STATES OF AMERICA OR ANY OTHER JURISDICTION. BEAR STEARNS
PRIVATE EQUITY LIMITED HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED
STATES INVESTMENT COMPANY ACT OF 1940, AS AMENDED.  THE SECURITIES REFERRED TO
IN THIS ANNOUNCEMENT HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED
STATES SECURITIES ACT OF 1933, AS AMENDED, AND WILL NOT BE OFFERED OR SOLD OR
OTHERWISE TRANSFERRED WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR
BENEFIT OF, US PERSONS EXCEPT IN ACCORDANCE WITH THE UNITED STATES SECURITIES
ACT OF 1933, AS AMENDED, OR AN EXEMPTION THEREFROM AND UNDER CIRCUMSTANCES WHICH
WILL NOT REQUIRE BEAR STEARNS PRIVATE EQUITY LIMITED TO REGISTER UNDER THE
UNITED STATES INVESTMENT COMPANY ACT OF 1940, AS AMENDED.

This communication has been issued on behalf of the Company and has been
approved for issue by Bear Stearns Asset Management Limited, its manager, of 45
Old Bond Street, London W1S 4QT, England.   The information contained in this
communication is selective and is by way of information only.  This
communication does not constitute an offer of, or an invitation to subscribe for
or purchase, units or shares in the Company described herein. The information
contained herein has been obtained from sources believed to be reliable,
although this is not guaranteed, and the information stated and opinions
expressed constitute best judgment at the time of publication, and are subject
to change without prior notification. The price of units or shares (and the
income from them) can go down as well as up and may be affected by changes in
rates of exchange. An investor may not receive back the amount invested. Current
tax levels and reliefs are liable to change and their value will depend on
individual circumstances. The market prices of units and shares in the Company
do not necessarily reflect their underlying net asset value.

Ernst & Young LLP, which is authorised and regulated in the United Kingdom by
the Financial Services Authority, is acting for the Company and for no one else
in connection with the matters referred to in this announcement and will not be
responsible to anyone other than the Company for providing the protections
afforded to clients of Ernst & Young LLP or for affording advice in relation to
the contents of this announcement or on any matters referred to herein



                                  ### End ###

Enquires:

Bear Stearns Private Equity Limited
Paul Sanabria - 001 212 272 7734
Greg Getschow - 001 212 272 7732

Ernst & Young LLP (Listing Sponsor)
Howard Myles - [phone]

HSBC Bank plc
James Beddall - + 44 (0)20 7991 8888
Mark Bloomfield - [phone]

Winterflood Securities Ltd
Nathan Brown - [phone]



Notes:

BEAR STEARNS PRIVATE EQUITY LIMITED


  • Bear Stearns Private Equity Limited ('BSPEL') is a London quoted, Guernsey
    registered, closed-ended investment company designed primarily to invest in
    private equity.


  • The Company's capital structure includes two classes of shares: Equity
    Shares and Zero Dividend Preference Shares. The Company aims to provide
    Equity Shareholders with geared exposure to an attractive private equity
    funds portfolio, and to provide ZDP Shareholders with a predetermined final
    capital entitlement (although not guaranteed).


  • BSPEL is managed by Bear Stearns Asset Management Inc. ('BSAM(R)') and
    Bear Stearns Asset Management Limited ('BSAM Ltd.'), each an affiliate of
    The Bear Stearns Companies Inc. BSAM(R) currently manages private equity
    portfolios that comprise over 100 separate private equity funds with total
    commitments of over US$1 billion as at 30 June 2005.


  • The Company primarily makes commitments and investments in a portfolio of
    private equity funds, diversified by manager, industry, geography, asset
    class, stage and vintage year, and employees an enhanced cash management
    strategy for cash waiting investment in private equity funds. The Company
    may also invest directly in private equity investments.


  • Consistent with its investment guidelines, the Company invests in private
    equity funds both by subscribing to new funds and by acquiring secondary
    interests. Further, the company makes select co-investments directly in
    private companies investing alongside private equity sponsors.


BEAR STEARNS

  • Bear Stearns Asset Management Inc.
    Bear Stearns Asset Management Inc. ('BSAM(R)') was founded in 1984 as a
    division of Bear, Stearns & Co. Inc. and is now a wholly-owned subsidiary of
    The Bear Stearns Companies Inc. The firm currently manages approximately
    $32.5 billion in assets as of 30 June 2005, with extensive experience
    spanning equity, fixed income, and alternative investment strategies.
    Corporations, municipal governments, multi-employer plans, endowments,
    foundations and family groups rely on BSAM's disciplined investment
    processes, investment performance, and superior client service.

  • Bear Stearns Asset Management Limited
    Bear Stearns Asset Management Limited authorized and regulated by the FSA in
    the UK was established to deliver innovative products to institutional
    clients. The firm manages Lynx Capital Ventures and markets a variety of
    alternative investment strategies along with traditional Equity and Fixed
    Income asset management products and services managed by BSAM(R) in New
    York. In time, the firm intends to broaden the local investment management
    capabilities.

  • The Bear Stearns Companies Inc.
    Founded in 1923, The Bear Stearns Companies Inc. (NYSE: BSC) is the parent
    company of Bear, Stearns & Co. Inc., a leading investment banking and
    securities trading and brokerage firm. With approximately $49.3 billion in
    total capital, Bear Stearns serves governments, corporations, institutions
    and individuals worldwide.  The company's business includes corporate
    finance and mergers and acquisitions, institutional equities and fixed
    income sales and trading, securities research, private client services,
    derivatives, foreign exchange and futures sales and trading, asset
    management and custody services. Through Bear, Stearns Securities Corp., it
    offers financing, securities lending, clearing and technology solutions to
    hedge funds, broker-dealers and investment advisors. Headquartered in New
    York City, the company has approximately 11,000 employees worldwide.  For
    additional information about Bear Stearns, please visit the firm's website
    at http://www.bearstearns.com.








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