Proposed Disposal of Agricultural Product Business

Man(ED & F) Group PLC
17 February 2000



            E D & F Man Group plc ('E D & F Man' or 'the Company')
                                       
            Proposed Disposal of the Agricultural Products Business
                                       

-  Proposed Disposal of the Agricultural Products Business for a total value
   of £587 million to Newco, a newly formed company controlled by a management
   buyout group

-   Total   value  will  be  satisfied  by  the  effective  cancellation   of
    approximately 14.6 million E D & F Man Shares, owned by certain members of
    the management  buyout  group, with a value of £60.2 million  (at  an     
    agreed cancellation  price of 412p per E D & F Man Share) and the         
    repayment  or assumption by Newco of the net debt of the Agricultural     
    Products Business, which was £527 million at 31 December 1999

-   Estimated  net cash inflow to E D & F Man of £464 million (including  net
    debt  to  be  assumed or repaid by Newco), based on the net debt  of  the
    Agricultural Products Business as at 31 December 1999

-   E  D  & F Man will be granted warrants over 10% of Newco's share capital.
    The Company will also subscribe for £63 million of Newco Loan Notes

-   Following the Disposal, E D & F Man will be a focused financial  services
    business with significant scope for further profitable growth

-   On  completion  of the Disposal, Harvey McGrath will become non-Executive
    Chairman of the Group and Stanley Fink will become Chief Executive

-   A  loss before taxation will be incurred on the Disposal of £39.8 million
   (excluding goodwill historically written off in full against reserves but
   including other charges and costs related to the Transaction)

Commenting on the Disposal, Harvey McGrath, Chief Executive of E D  &  F  Man,
said:

'We  are very pleased that we have successfully reached agreement for the sale
of our agricultural products business.  The disposal allows us to focus on the
further development of our highly successful financial services activities.

'In  asset management we are well placed to benefit from the continuing strong
growth in demand for our alternative investment products. In brokerage we will
seek  to  capitalise  further on our leading position in on-line  trading  and
client support services.'

A  circular will be posted to E D & F Man Shareholders shortly.  E D &  F  Man
has  been advised on the Transaction by Schroders.  Credit Suisse First Boston
de  Zoete & Bevan is broker to the company.  Chase has provided advice on  the
financing of the Continuing Group following the Disposal.

There  will be a presentation to analysts at 9.30 a.m. tomorrow at the offices
of Gavin Anderson & Company, 15 - 17 Eldon Street, London EC2M 7LD.

This  summary  should  be  read  in the context  of  the  full  text  of  this
announcement.
                                       
                                       
                                       
Enquiries

E D & F Man                                    020 7285 3000
Harvey McGrath (Chief Executive)              
Peter Clarke (Director of Corporate Finance   
and Corporate Affairs)
Andrew Sutton (Finance Director)              
                                              
                                              
Schroders                                      020 7658 6000
Peter Smart                                   
Ian Hart                                      
                                              
Credit Suisse First Boston de Zoete & Bevan    020 7888 8888
Chris Chambers                                
John McIvor                                   
                                              
Gavin Anderson                                 020 7457 2345
Marc Popiolek                                 
Lindsey Harrison                              
                                              
                                              
                                              


Schroders, which is regulated by The Securities and Futures Authority Limited,
is  acting for   E D & F Man in connection with the Transaction and for no one
else  and  will  not be responsible to anyone other than  E  D  &  F  Man  for
providing  the protections afforded to customers of Schroders or for providing
advice in relation to the Transaction.
                                       
                
            E D & F Man Group plc ('E D & F Man' or 'the Company')
                                       
            Proposed Disposal of the Agricultural Products Business

1.   Introduction

E  D  &  F  Man  announces  that  it has signed an  agreement  conditional  on
shareholder approval for the Disposal of the Agricultural Products Business to
E  D & F Man Holdings Limited ('Newco'), a newly formed company which will  be
owned  by  a  management  buyout  group,  for  an  estimated  total  value  of
approximately £587 million.

The  estimated  total  value  is based on the net  debt  of  the  Agricultural
Products  Business at 31 December 1999. Newco will assume or repay the  actual
net   debt  of  the  Agricultural  Products  Business  at  completion  of  the
transaction.   Certain  of  the Group's agricultural products  activities  are
excluded from the sale, as described in more detail in paragraph 3 below.


2.   Principal terms of the Disposal

Newco  will acquire all the issued share capital of Agman (the holding company
of  the Agricultural Products Business) from E D & F Man for a total value  of
approximately £587 million.

The Disposal will be effected by a distribution by way of transfer as a result
of  which all the issued share capital of Agman will be transferred to  a  new
company  ('Newco') formed by certain members of the management  buyout  group,
certain  of  whose E D & F Man Shares will have been delisted and redesignated
as  E D & F Man A Shares.  The only effective right attaching to the E D  &  F
Man  A  shares will be a right to this distribution by way of transfer of  the
shares of Agman.

The total value received of approximately £587 million will be satisfied by:

-    the effective cancellation by the Company of approximately 14.6 million E
     D & F Man Shares (which will have been redesignated as E D & F Man A     
     Shares), held by certain members of the management buyout group, with an 
     aggregate value of £60.2 million (approximately 5.4% of the Company's    
     existing issued share capital).  The price by reference to which the     
     effective cancellation of these shares will take place has been set at   
     412p per E D & F Man Share; and

-    the  repayment or assumption by Newco of the net debt of the Agricultural
     Products Business at Completion, which was £527 million at 31 December   
     1999.

To enable Newco to raise sufficient finance to effect the Transaction, E D & F
Man  has  agreed that following completion it will subscribe £63  million  for
Newco  Loan  Notes which will be subordinated to Newco's financing  and  trade
creditors.  In addition, Newco Warrants will be granted for zero consideration
to E D & F Man, entitling it to subscribe for up to 10 per cent. of the issued
ordinary  share  capital  of  Newco. While the Company  has  no  intention  of
exercising  the  Newco Warrants in the immediate future,  the  Newco  Warrants
provide  E D & F Man with the opportunity to participate in any future  growth
of the Agricultural Products Business without downside equity risk.


3.   Background to and reasons for the Disposal

At  E D & F Man's Annual General Meeting on 2 September 1999, the Board stated
that   it  was  conducting  a  detailed  review  of  certain  of  the  Group's
agricultural  products  activities in view of their  recent  underperformance,
which  has  principally been the result of difficult global market  conditions
and which has continued since the AGM.

After  detailed consideration of all the options open to the Group, the  Board
announced  on  4  November 1999 that it had concluded that  shareholder  value
would  be  enhanced  by the separation of the Group's financial  services  and
agricultural  products businesses.  At the same time,  it  announced  that  an
approach  had  been made by a group of Directors to acquire  the  Agricultural
Products Business.

The Disposal of the Agricultural Products Business will enable E D & F Man  to
concentrate  its resources on the development and expansion of  its  financial
services  business,  which the Independent Directors believe  has  significant
scope  for  further profitable growth. The Independent Directors also  believe
that  the  Transaction will enable the Continuing Group to benefit from  being
evaluated  by  investors as a focused financial services business specialising
in asset management and brokerage.

Information on the Financial Services Business

E  D  &  F Man has over the last twenty years diversified its activities  away
from  agricultural products and has built a financial services business  which
has  grown rapidly, particularly during the past five years, and which  has  a
proven record of strong profitability. The Group's financial services business
now dominates its earnings and prospects.

Man  Investment Products, the Group's asset management business,  is  a  world
leader  in  the  field  of  alternative  investment  products.   Funds   under
management for private and institutional clients have grown from approximately
$1.1 billion (£0.7 billion) under management in December 1994 to approximately
$4.6 billion (£2.9 billion) at December 1999.

Man International is a major broker of exchange-traded futures and options. It
offers  execution, clearing and advisory services across a range  of  markets,
including  interest rates, foreign exchange, energy, precious and  non-ferrous
metals,  grains  and  other soft commodities, equity indices  and  securities.
Operating  from  London, New York, Chicago, Paris, Singapore and  Taiwan,  Man
International services a worldwide institutional client base and an increasing
number of private clients.

Information on the Agricultural Products Business

The  Agricultural Products Business is one of the world's leading traders  and
brokers  of  sugar, with investments in refining capabilities,  logistics  and
shipping. The Agricultural Products Business is also involved in the  physical
sourcing  and  distribution  of  molasses. The ingredients  business  includes
coffee, spices and one of the world's largest traders of cocoa beans.

In  the  financial year ended 31 March 1999 the Agricultural Products Business
generated  a  loss before taxation and exceptional items of £1.6 million.   In
the  six  months  to  30  September 1999, the Agricultural  Products  Business
recorded  an  unaudited  loss before taxation and exceptional  items  of  £4.1
million  and  in  addition incurred exceptional restructuring costs  of  £42.8
million.  As  at  30  September 1999, the unaudited net  asset  value  of  the
Agricultural Products Business was £95.0 million.

The proposed Disposal of the Agricultural Products Business does not include E
D  &  F  Man's nut operations or its 25 per cent. interests in each  of  Sugar
Australia  and  New Zealand Sugar, refining and distribution businesses  which
operate  independently of the Agricultural Products Business and have recently
returned to profitability.  Negotiations for the sale of E D & F Man's US  nut
operations are at an advanced stage.

4.   Board, management and employees

Following completion of the Disposal, the Board of E D & F Man will reduce  in
size to reflect the focus of the Group on its financial services business  and
the resignation of the Directors with an interest in Newco.

Harvey  McGrath,  who has been Chief Executive since 1990,  will  become  non-
executive  Chairman  with effect from the completion of  the  Transaction  and
Stanley Fink, Managing Director of Man Investment Products, will become  Chief
Executive.  Following completion, the Board will therefore comprise four  non-
executive  Directors, Harvey McGrath (Chairman), Glen Moreno, Stephen  Nesbitt
and  Garth Ramsay, and three executive Directors, Stanley Fink, Andrew  Sutton
and  Peter  Clarke.   Kevin  Davis  has been appointed  Managing  Director  of
Brokerage, reporting to the Chief Executive.

Employees  of  the Agricultural Products Business will transfer to  the  Newco
Group  on  completion  of the Transaction, together with certain  head  office
employees  whose  role  is  to  provide  services  wholly  or  mainly  to  the
Agricultural Products Business.

5.   Financial effects of the Transaction

The  Independent  Directors expect that the Transaction  will  be  immediately
enhancing  to Group earnings per share, as losses incurred by the Agricultural
Products  Business will be eliminated whilst the number of E D & F Man  Shares
in issue will be reduced. (1)

The  value  which  the Group is receiving for its equity in  the  Agricultural
Products  Business is £60.2 million, which is equal to the net asset value  of
the  Agricultural  Products Business at 31 December  1999,  adjusted  for  the
effect  of the loss on disposal and a number of pre-completion dividends  from
and  recapitalisations  of  companies included in  the  Agricultural  Products
Business. The Group expects to incur a loss before taxation on the Disposal of
£39.8  million (before taking account of the impact of goodwill but  including
other  charges  (£11.3  million)  and costs  (£2.2  million)  related  to  the
Transaction).

As  indicated at the time of the interim results, the Group expected to  incur
exceptional charges in its agricultural products businesses in the second half
of  the current financial year of a similar magnitude to those incurred in the
first half, which totalled £42.8 million. These charges will now no longer  be
incurred by the Group but are, in effect, replaced by the loss on disposal. In
addition, the Group expects to incur a further loss on the disposal of its  US
nuts  business. A charge of £21.9 million will also be incurred in the  profit
and  loss  account in relation to goodwill historically written  off  in  full
against reserves. This charge in relation to goodwill will not have any impact
on  the  Continuing  Group's  net assets. The total  loss  on  sale  including
goodwill written off will be £61.7 million.

Based on Agman's net debt at 31 December 1999, the Transaction would result in
an  estimated net cash inflow of £464 million (after taking into  account  the
subscription for £63 million of Newco Loan Notes) including a reduction in net
debt  of  £527  million.  The net debt of Agman at Completion, which  will  be
assumed or repaid by Newco, will determine the actual net cash inflow.

On a pro forma basis as at 30 September 1999, the effect of the Transaction on
the  Continuing Group would have been to decrease its net assets, as a  result
of the loss on disposal and the distribution by way of transfer by the Company
of the shares in Agman, from £363.5 million to £246.0 million.

(1)  This  statement should not be taken to mean that earnings per share  will
     necessarily be greater than those for any preceding financial period.

6.   Current trading and prospects

The Group's financial services business has performed in line with the Board's
expectations in the period since 30 September 1999.

Man  Investment  Products  has  continued to  achieve  high  levels  of  sales
throughout the period with funds under management currently standing at  about
$4.8  billion.  Performance over the period has been positive, with most funds
earning   performance  related  fees.   AHL,  the  Group's  largest   manager,
experienced  modest  performance.  Man-Glenwood, the  Group's  second  largest
manager,  which  operates  a  different  investment  style  to  AHL,   had   a
particularly  strong quarter to December 1999 resulting  in  a  28  per  cent.
return to investors during the calendar year and generating performance fees.

In  the  brokerage business, an increase in the customer base  offset  reduced
trading  volumes from many clients in anticipation of market illiquidity  over
the calendar year end.  Volumes rebounded sharply in January, particularly  in
the energy and interest rate markets.

The  Independent  Directors believe the Continuing Group's financial  services
business has significant potential for further expansion.  The Group continues
to  see  more  broadly-based  and growing interest in  alternative  investment
products and expects significant growth in demand, based on its strong  record
and  supported  by  its global distribution franchise.  The Group's  brokerage
business  has  developed  a  leading position in on-line  trading  and  client
support services.


7.   Other information

In order to finance the subscription for shares in Newco by certain members of
the  management  buyout group, Credit Suisse First Boston  de  Zoete  &  Bevan
Limited has agreed to use its reasonable endeavours to procure purchasers  for
up  to  6  million  E  D  & F Man Shares on behalf of  these  members  of  the
management buyout group prior to Completion of the Transaction.

Before the Disposal can be effected in the manner proposed, two EGMs of E D  &
F Man are required.

The  First EGM of the Company is to be held at 11.00 a.m. on 13 March 2000 and
the  Second  EGM  of the Company is to be held at 11.10 a.m.  (or  immediately
following the conclusion of the First EGM, if later) on the same day.  Further
details of the Transaction will be contained in a circular to be posted to E D
& F Man Shareholders shortly.

E  D  & F Man has been advised on the Transaction by Schroders.  Credit Suisse
First  Boston  de Zoete & Bevan is broker to the Company.  Chase has  provided
advice on the financing of the Continuing Group following the Disposal.


Enquiries

E D & F Man                                 020 7285 3000
Harvey McGrath (Chief Executive)            
Peter Clarke (Director of Corporate         
Finance and Corporate Affairs)
Andrew Sutton (Finance Director)            
                                            
                                            
Schroders                                   020 7658 6000
Peter Smart                                 
Ian Hart                                    
                                            
Credit Suisse First Boston de Zoete &       020 7888 8888
Bevan
Chris Chambers                              
John McIvor                                 
                                            
Gavin Anderson                              020 7457 2345
Marc Popiolek                               
Lindsey Harrison                            
                                            

Schroders, which is regulated by The Securities and Futures Authority Limited,
is  acting for   E D & F Man in connection with the Transaction and for no one
else  and  will  not be responsible to anyone other than  E  D  &  F  Man  for
providing  the protections afforded to customers of Schroders or for providing
advice in relation to the Transaction.