Quarter End Review March 2007

Bear Stearns Private Equity Limited
07 June 2007


RNS Regulatory Announcement


Bear Stearns Private Equity Limited ('BSPEL')

31 March 2007 Quarter End Review


Objective

To maximize capital growth for equity shareholders by investing primarily in
private equity limited partnership interests and to provide ZDP Shareholders
with a predetermined final capital entitlement (although not guaranteed)

Launched - 30 June 2005


Company Summary
                           Equity Shares        Zero Dividend              Packaged Units
                                              Preference Shares

Net Asset Value ('NAV')       US$1.50                 46.96p                  US$2.42
per share

No. of shares in issue        88.16 mm               59.48 mm                    -

Currency of Quotation           US$                 £ Sterling              £ Sterling

Ticker                          BPLE                   BPLZ                    BPLU

Sedol                         B07V0H2                B07V0R2                  B07V102

ISIN                        GB00B07V0H27           GB00B07V0R25            GB00B07V1026

Market Makers                 Cazenove               ABN Amro             Collins Stewart
                          Collins Stewart            Cazenove                Dresdner
                              Dresdner           Collins Stewart             HSBC Bank
                             HSBC Bank               Dresdner
                                                    HSBC Bank
                                                   Winterflood

All figures as at 31 March 2007


Company Description

Bear Stearns Private Equity Limited ('BSPEL' or the 'Company') is a
London-quoted, Guernsey-registered, closed-end investment company which
primarily uses a fund-of-funds approach to gain exposure to the private equity
asset class.


The Company invests in private equity funds by acquiring limited partnership
interests in the secondary market and making commitments to newly formed private
equity funds.  In addition, BSPEL makes direct investments in individual
companies by co-investing with individual private equity sponsors. The Company
diversifies its investments by manager, industry, geography, asset class, stage
and vintage year.


The Company employs an enhanced cash management strategy for capital awaiting
investment in private equity assets, which may include investments in fixed
income instruments, money market accounts, bank deposits, bank loans, hedge
fund-of-funds and other instruments.


The Company's capital structure consists of two classes of shares: Equity Shares
and Zero Dividend Preference Shares ('ZDP Shares'). The Company aims to provide
Equity shareholders with geared exposure to a private equity fund portfolio and
to provide ZDP shareholders with a predetermined final capital entitlement
(although not guaranteed).



Manager's Comments

Performance Through 31 March 2007

NAV of the Equity Shares has grown 47.1% since BSPEL's inception on 30 June 2005
(24.7% annualized return).


Bear Stearns Private Equity Limited's ('BSPEL' or the 'Company') unaudited net
asset value ('NAV') per Equity Share rose from $1.45 at the beginning of the
quarter to $1.50 at the end of the quarter.  This represents an increase in NAV
of approximately 3.4% for the quarter.  The unaudited NAV of the ZDP Shares also
rose during the quarter, increasing from 46.15p per share to 46.96p per share.
Overall, distributions outpaced capital calls for the quarter, approximately
$10.7 million and $6.1 million, respectively.


The Company's investment portfolio continued to benefit from a combination of
distribution activity as well as uplifts in the valuation of many of the limited
partnership interests.  Other factors positively impacting the Equity Shares NAV
this quarter included the (i) increased size of the private equity portfolio as
a percentage of total assets, (ii) utilization of leverage provided by ZDP
shares, and (iii) appreciation of sterling and euros against the dollar.


The Company's Equity Shares closed the quarter trading at slight discount to
quarter-end NAV.  The Equity Shares closed at $1.42 per share versus a
quarter-end reported NAV of $1.43 per share. The Company's ZDP Shares closed the
quarter trading at slight premium to quarter-end NAV. The ZDP shares closed at
49.25p per share versus a reported NAV of 46.84p.


Portfolio Update

The Company's private equity portfolio is well-diversified by investment
strategy, vintage year, fund manager and geography.  The underlying portfolio
now contains exposure to approximately 800 companies.



This quarter marks the first time that the Company's exposure to non-US based
portfolio companies exceeded 50%.  In fact, Europe now represents the largest
geographical exposure of the private equity portfolio with a 46% share.



Consistent with the Managers' investment strategy, the Company's portfolio
remains focused on secondary assets with 78.4% of private equity NAV this
quarter attributed to the funds acquired through secondary transactions.



Data as at 31 March 2007


                                 Summary of Portfolio
                                 as at 31 March 2007

                   Number of Funds                                   56
                    Buyout Funds                                     32
                    Venture Funds                                    12
                  Real Estate Funds                                  6
                   Debt Strategies                                   6
                     U.S. Funds                                      34
                   Non-U.S. Funds                                    22
                   Co-investments                                    5

 Source: Manager

Fund total includes 12 private equity fund interests indirectly owned through
purchase of a $24 million secondary interest in Private Equity Access Fund II
Ltd.


                        Balance Sheet Information

                           as at  31 March 2007
             Investments at Market Value                   US$168.4 mm
                    Bank Deposits                          US$21.3 mm
                   Net Asset Value                        USD$187.5 mm

Source: Manager



Fund Level - Investment Strategy*


Debt Strategies                                           8%
Leveraged Buyout                                          68%
Venture Capital                                           14%
Real Estate                                               10%


Fund Level - Vintage Year*

        1997                       3.5%
        1998                       0.4%
        1999                       8.5%
        2000                      14.3%
        2001                      28.7%
        2002                       5.7%
        2003                       7.5%
        2005                      11.9%
        2006                      16.2%
        2007                       3.3%


Fund Level - Geography*

             US                        50%
           Europe                      42%
           Other                       8%



* The data is based on Net Asset Value as at 31 March 2007 and use  fund-level
values.  In addition, it includes 12 private equity fund interests indirectly
owned through the purchase of a $24 million secondary interest in Private Equity
Access Fund II Ltd.
Leveraged Buyout category includes co-investments.

Source: Manager.



Company Level - Industry Diversification**


Industrial                                                         22%
Media                                                              7%
Healthcare                                                         4%
Real Estate                                                        10%
Retail                                                             13%
Technology                                                         10%
Leisure & Gaming                                                   1%
Business Services                                                  5%
Communications                                                     6%
Consumer Goods                                                     10%
Energy                                                             7%
Financial Services                                                 3%
Manufacturing                                                      2%



Company Level - Geography**


Europe                                                             46%
North America                                                      41%
Other                                                              13%



** The diversification charts above are based on Net Asset Value as at 31 March
2007 and use underlying company-level values.  In addition, they include the
underlying companies included in 12 private equity fund interests indirectly
owned through the purchase of a $24 million secondary interest in Private Equity
Access Fund II LLC.

Source: Manager.



Investment Activity

During the quarter, the Company committed approximately $17.3 million to
interests in three private equity funds and one co-investment.  Many of these
interests were substantially funded at the time of purchase; on a blended basis,
approximately 42% of total commitments made during the quarter were drawn at
closing.  As at 31 March 2007, the Company's private equity NAV was $168.4
million, comprising approximately 90% of the Company's total NAV.  At quarter's
end, the private equity portfolio consisted of 56 private equity funds and 5
co-investments.



Secondary Commitments

The Company acquired secondary interests in two fund vehicles, representing
total commitments of approximately $8.1 million. The Company committed €4.0
million to Aksia Capital III, L.P., a Milan-based buyout fund focused on the
lower middle market in Northern Italy. In addition, the Company committed €2.05
million to Wellington Partners Ventures II GMBH & CO.KG (B), a German-based fund
focused on early-stage investments throughout Europe in the information and
communication technology and life science sectors. These two interests reflect
the Company's continued emphasis on purchasing seasoned assets with experienced
private equity fund managers.



Primary Commitments

The Company's only primary activity during the quarter was a €5.0 million
commitment to Alto Capital II.  Consistent with the general strategy of the
fund, this commitment was made in combination with an earlier secondary purchase
of interests in a previous fund managed by Alto Capital Partners. Alto Capital
II focuses on growth investing in mid-market companies in Northern Italy, mainly
in consumer-related sectors.



Co-Investments

The Company made its fifth co-investment since inception, allocating $2.5
million to Rocket Dog, a leading global designer, developer and distributor of
footwear.  Rocket Dog represented an opportunity to invest in a fast growing,
well-managed company at an attractive valuation. The Company made the investment
alongside two private equity firms, Golden Gate Capital and Circle Peak Capital,
with extensive retail and consumer goods experience.



Company Actions

On 27 April 2007, the Company's Board of Directors announced that 201,867,774
New Equity Shares were allotted pursuant to the Placing announced on 17 April
2007, raising approximately

$308.86 million of new monies (before expenses).



The Placing Price per New Equity Share was $1.53, representing a 1.9% premium to
existing Equity Share NAV of $1.50 as estimated by the Directors as at 31 March
2007 to allow for the estimated costs and expenses of the Placing.



The New Shares were admitted to the Official List and began trading on the
London Stock Exchange on 2 May 2007.  Following the issue of the New Shares, the
number of Equity Shares in issue is 290,026,246.



Contacts - Investment Manager

Troy Duncan

US [phone]

[e-mail]



Rosemary DeRise

US [phone]

[e-mail]



Bear Stearns Asset Management Limited

Authorized and Regulated by FSA
45 Old Bond Street

London  W1S 4QT  UK

Bear Stearns Asset Management Inc.
237 Park Avenue, 7th Floor

New York, NY  10017  USA



BSPEL is managed by Bear Stearns Asset Management Inc. ('BSAM Inc.') and Bear
Stearns Asset Management Limited ('BSAM Ltd.'), each a wholly owned subsidiary
of The Bear Stearns Companies Inc. BSAM Inc. currently manages private equity
portfolios that include over 100 separate private equity funds with total
commitments exceeding US$1.8 billion.

The Bear Stearns Companies Inc. is a publicly listed company on the New York
Stock Exchange under the symbol BSC. The Bear Stearns Companies Inc., through
its subsidiaries and affiliates, employs approximately 14,500 individuals and
has 19 offices worldwide.

The Bear Stearns Companies Inc. had approximately US$71.8 billion in total
capital as at 28 February 2007, making it the seventh largest securities firm in
terms of total capital.



Board of Directors

Chairman

Trevor Ash (Guernsey Resident)

Members

John Loudon (UK Resident)

Paul Adam Sanabria (US Resident)

Christopher Paul Spencer (Guernsey Resident)



All of whom may be contacted through

HSBC Private Banking Building
Rue du Pre
St. Peter Port
Guernsey  GY1 1LU



SECRETARY, ADMINISTRATOR AND
REGISTERED OFFICE

HSBC Management (Guernsey) Limited

HSBC Private Banking Building

Rue du Pre

St. Peter Port

Guernsey  GY1 1LU



AUDITOR

KPMG Channel Islands Limited

2 Grange Place

PO Box 235

St. Peter Port

Guernsey  GY1 4LD



SOLICITOR

Herbert Smith LLP
Exchange House
Primrose Street
London  EC2A 2HS  UK



REGISTRAR

Capita IRG (CI) Limited
1 Le Truchot, 2nd Floor

St. Peter Port

Guernsey  GY1 4AE



This document may only be issued to or passed on to persons to whom it may be
lawfully communicated pursuant to the Financial Services and Markets Act
(Financial Promotion) Order 2005, being intermediate investors and market
counter-parties and should not be used for the purpose of an offer or
solicitation in any jurisdiction or in any circumstances in which such offer or
solicitation is unlawful or unauthorized.  In addition, this document may not be
given to a U.S. citizen or resident who is not a 'Qualified Purchaser' within
the meaning of the U.S. securities laws.



This document is issued on behalf of BSPEL and has been approved by Bear Stearns
Asset Management Limited, which is Authorized and Regulated by the Financial
Services Authority ('FSA') in the United Kingdom.  The information in this
document is provided solely for information, does not constitute investment
advice or personal investment recommendations, and is neither an offer to buy or
sell, nor a solicitation to buy or sell, any investments or units or shares in
BSPEL.  To the extent that this document is issued in the United Kingdom, it is
being issued to persons who are intermediate customers or market counterparties
for the purposes of the FSA's rules.  Past performance is not necessarily a
guide to future performance.

Some information contained in this document may have been received from third
party or publicly available sources that we believe to be reliable.  We have not
verified any such information and assume no responsibility for the accuracy or
completeness thereof.  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 BSPEL do not
necessarily reflect their underlying net asset value.

(c) 2007 Bear Stearns Asset Management Limited.  All rights reserved.  No
information in this document may be reproduced or distributed in whole or in
part without the express written prior consent of Bear Stearns Asset Management
Limited.


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            The company news service from the London Stock Exchange