Response to Announcement

Pendragon PLC
25 April 2006

Not for release, publication or distribution, in whole or part, in, into or from
                 the United States, Canada, Australia or Japan.


FOR IMMEDIATE RELEASE                                              25 April 2006



                                  FINAL OFFER

                                       by

                        CITIGROUP GLOBAL MARKETS LIMITED

                                  on behalf of

                          Pendragon plc ('Pendragon')

                                      for

                            LOOKERS PLC ('LOOKERS')


                                  OFFER UPDATE



The Board of Pendragon notes the announcement by Lookers relating to the
acquisition of certain Lookers Shares by Mr Tony Bramall and his family
interests.

The Board of Pendragon reiterates that:

•        its Offer remains open for acceptance until 1.00 p.m. on Thursday 27
April 2006;

•        for the Offer to be successful, acceptances are only required in
respect of Lookers Shares which carry more than 50 per cent. of Lookers voting
rights.  No single shareholder, such as Mr Bramall, can block the Offer; and

•        the Offer values each Lookers Share at 683.1 pence (based on the
Closing Price of 594.0 pence per Pendragon Share on 25 April 2006).

Lookers Shareholders should, once again, question what underpins the confident
statements made by the Lookers Board.  The Board of Lookers has attempted to
persuade its shareholders that Lookers is worth considerably more than the value
of Pendragon's Offer.  Yet Hamilton Finance, previously Lookers' largest
shareholder and which has a representative on the Lookers Board, has sold its
shares at a sizeable discount to the value of the Pendragon Offer.

Pendragon encourages Lookers Shareholders to accept the Offer now.



ENQUIRIES
Pendragon PLC                                                Tel: [phone]
Trevor Finn, Chief Executive
David Forsyth, Finance Director

Citigroup Global Markets Limited                             Tel: [phone]
Philip Robert-Tissot
Sam Small
Chris Zeal (Corporate Broking)

Finsbury Group                                               Tel: [phone]
Rupert Younger

Gordon Simpson



Citigroup Global Markets Limited, which is authorised and regulated in the
United Kingdom by the Financial Services Authority, is acting exclusively for
Pendragon and no one else in connection with the Offer and will not be
responsible to any other person for providing the protections afforded to
clients of Citigroup Global Markets Limited or for providing advice in relation
to the Offer.

This announcement does not constitute, or form part of, any offer for, or any
solicitation of any offer for, securities.  Any acceptance or other response to
the Offer should be made only on the basis of information referred to in the
Offer Document.

The Offer is not being and will not be made, directly or indirectly, in or into,
or by use of the mails of, or by any means or instrumentality (including,
without limitation, facsimile transmission, electronic mail, telex or telephone)
of interstate or foreign commerce of, or any facilities of a national securities
exchange of, the United States, Canada, Australia or Japan and the Offer will
not be capable of acceptance by any such use, means, instrumentality or
facility, directly or indirectly from or within the United States, Canada,
Australia or Japan.

The Offer is not an offer of securities for sale in the United States of America
or in any jurisdiction in which such an offer is unlawful.  The New Pendragon
Shares to be issued in connection with the Offer have not been, nor will they
be, registered under the US Securities Act of 1933, as amended, or under the
securities laws of any state of the United States of America and may not be
offered or sold in the United States of America, absent registration or an
applicable exemption from registration.  No public offering of the securities
will be made in the United States of America.  The relevant clearances have not
been, and will not be, obtained from the securities commission of any province
or territory of Canada; no prospectus or a prospectus equivalent has been, or
will be, lodged with, or registered by, the Australian Securities and
Investments  Commission or the Japanese Ministry of Finance and the New
Pendragon Shares have not been, and nor will they be, registered under or
offered in compliance with applicable securities  laws of any state, province,
territory or jurisdiction in Canada, Australia or Japan. Accordingly, Pendragon
Shares may not (unless an exemption under relevant securities laws is
applicable) be offered, sold, resold or delivered, directly or indirectly, in or
into Canada, Australia or Japan or any other jurisdiction outside the United
Kingdom if to do so would constitute a violation of the relevant laws of, or
require registration thereof in, such jurisdiction or to, or for the account or
benefit of, a person located in Canada, Australia or Japan.


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