Optional Bi-Annual Redemption

Bear Stearns Private Equity Limited
08 October 2007


Bear Stearns Private Equity Limited
St Martin's House. Le Bordage, St Peter Port, Guernsey GY1 4AU

8 October 2007

Notice to Shareholders in Bear Stearns Private Equity Limited Regarding the
Optional Bi-Annual Redemption Facility

Bear Stearns Private Equity Limited (the 'Company') gives the following notice
to its shareholders.

The Directors have the discretion to resolve to give shareholders the
opportunity to redeem up to 15% of the shares of the relevant share class in
issue as at the start of the relevant financial year.  At the Company's board
meeting held on 11 September 2007, the Board of Directors considered the
appropriateness of offering shareholders the opportunity to participate in the
bi-annual redemption facility, whereby shareholders may redeem shares at Net
Asset Value ('NAV') as of the last business day of December.  The Board of
Directors resolved to operate the redemption facility and accordingly to offer
shareholders, if they so wish, the opportunity to redeem up to 15% of equity
shares (the maximum remaining amount that can be redeemed in respect of this
financial year) and up to 15% of ZDP shares.

Company Performance

The following represents the Company's key performance highlights since
inception, for the fiscal year and the fiscal quarter:

  • Strong, Consistent Returns Since Inception.  Following the conclusion of
    its second full fiscal year, the Company has continually provided positive
    returns on invested capital in each quarter since inception.  In absolute
    terms, the Company has increased unaudited NAV per Equity Share by a net 52%
    as at its fiscal year ending 30 June 2007, or an annualized 23% IRR on a net
    basis

  • Significant Annual NAV Growth.  The Company's unaudited NAV per Equity
    Share increased by a net 30.3% to a record $1.55 for the fiscal year ending
    30 June 2007.  This represented a $0.36 increase over the fiscal 2006 NAV of
    $1.19 per share

  • Strong Quarterly Private Equity Performance.  For the June quarter, the
    private equity portfolio increased by 8.8%.  Due to the successful follow-on
    Equity Share offering completed on 2 May 2007, the increased outstanding
    cash balance tempered NAV per share growth to a more moderate 3.3% (cash on
    hand following the offering represented 66% of total NAV)

Share Price Performance

The share price of the Equity Shares traded at a premium to NAV for much of the
final quarter of the fiscal year ended 30 June 2007 (an average of +6.0%),
however the Equity Shares ended the most recent September quarter at a discount
of 6.5%, outperforming an average 7.8% discount of comparable UK-listed private
equity vehicles.  ZDP Shares ended the September quarter at a premium, closing
at a price of 48.5p per share versus the latest reported NAV of 47.81p.

Investment Adviser's Report

The Company ended the 2007 fiscal year with $505.9 million in net assets, and is
well positioned now to capitalise on current trends in the market.  Subsequent
to the recent follow-on offering that raised approximately $309 million, the
Company had $265.4 million in bank deposits available for new investments as the
Company continues to seek out new opportunities.  Prior to and as a result of
the offering, the year witnessed a high level of investment activity,
complemented by a consistent stream of distributions from existing investments.

The Company purchased interests in 25 private equity funds and made four
additional co-investments during the fiscal year.  These investments represented
total commitments of $199.3 million compared to total commitments of $140.7
million in the fiscal year ended 30 June 2006.  After starting the fiscal year
with $89.9 million in private equity assets, the Company subsequently concluded
fiscal 2007 with $243.5 million.  In addition, the new investments had the
effect of (i) reducing the Company's overall exposure to the U.S. buyout market
while simultaneously increasing its European and Asian asset base, and (ii)
expanding the Company's position in the mezzanine and distressed private equity
market.

With the potential of an extended credit crunch currently hanging over the
global debt capital markets, the Company remains optimistic that it is well
positioned to perform in a turbulent market environment.  The Company has
focused on lower middle market transactions purchased at discounted multiples,
and pursued several investments with the specific purpose of benefiting from a
tightening credit market over the course of the latest fiscal quarter.

The Company now stands with sufficient capital to opportunistically pursue
transactions resulting from recent market fluctuations.  In the near term, the
Company may opportunistically deploy capital in special situations investments
and seek to acquire assets that are deemed value investments.  The Company will
continue to emphasize the development of a diverse, seasoned pool of private
equity assets consistent with its current portfolio of 66 funds and over 900
companies.

Optional Bi-annual Redemption of up to 15% of Shares

Shares may be redeemed at their NAV on 31 December 2007 (the 'Redemption Date').
Once the Company has calculated the NAV as at the Redemption Date, proceeds
will be payable to shareholders within 10 Business Days.  If the number of
redemption requests for the relevant share class received exceeds the limits of
15% of Equity Shares or 15% of ZDP shares, each shareholder's redemption request
will be reduced pro rata.

If you are in any doubt as to the action to be taken, you are recommended to
immediately seek your own personal financial advice from an appropriately
authorised independent financial adviser.

Shareholders with certificated shares may make redemption requests on a
redemption notice form, a copy of which is available from the Administrator at
the address set out below.  The completed redemption notice form must be
delivered to the Company, at the Administrator's address below, no later than 31
October 2007, 60 days from the Redemption Date.

Shareholders with uncertificated shares may make redemption requests through
CREST by no later than 31 October 2007 in accordance with CREST procedures.

Redemption requests should be made for a number of shares rather than a Sterling
or US Dollar amount.  Only a whole number of shares may be redeemed, unless the
redemption request would result in a residual holding of less than one share, in
which case the request should include the residual fraction of the share.

A redemption notice, once served on the Company or its agents may not be
withdrawn without the consent of the Company.

For further information regarding the bi-annual redemption facility, please
contact HSBC Management (Guernsey) Limited at [phone],
[e-mail] .

Paul Wrench
Managing Director
HSBC Management (Guernsey) Limited
St Martin's House, Le Bordage, St Peter Port, Guernsey, GY1 4AU

A notice to shareholders regarding the above has been posted to shareholders and
submitted to the UK Listing Authority and will be available shortly for
inspection at the UK Listing Authority's Document Viewing Facility, which is
situated at:

Financial Services Authority
25 The North Colonnade
Canary Wharf
London
E14 5HS
Tel: [phone]

Certain information contained in this announcement is regulated information for
the purposes of Chapter 6 of the Disclosure and Transparency Rules.



END


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