Proposed merger update

Rathbone Brothers PLC
07 April 2005


NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO
THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN


                      Rathbone Brothers Plc ('Rathbones')

           Proposed merger of Rathbones and Rensburg plc ('Rensburg')

Rathbones continues to regard the strategic and financial case for merging
Rensburg and Rathbones as compelling but, in the absence of a recommendation
from the Rensburg Board, it has decided not to proceed with an offer to acquire
Rensburg. In arriving at its decision, Rathbones has considered feedback from
certain key shareholders in Rensburg and has been determined that its final
proposal should be earnings enhancing within a reasonable timeframe.

Mark Powell, chairman of Rathbone Brothers Plc, said: 'We will continue to
pursue our existing strategy of developing our investment management and wealth
management businesses organically, as well as by selective acquisitions and
recruitments where these are culturally compatible and demonstrably earnings
enhancing to Rathbones' shareholders.

'We have the management strength, systems capacity and operational capability to
accommodate a significant increase in client numbers and funds under management.
As the results for the year to 31st December 2004 showed, Rathbones' financial
performance has been excellent and the organic growth of funds under management
is most encouraging in the first three months of 2005.'

Enquiries:

Rathbones

Mark Powell, Chairman                                 Tel: [phone]
Andy Pomfret, Chief Executive

Financial Dynamics

(Financial PR advisers to Rathbones)
Andrew Waterworth
Ed Gascoigne-Pees                                     Tel: [phone]


Dresdner Kleinwort Wasserstein Limited
(Joint financial adviser to Rathbones)
Christopher Baird                                     Tel: [phone]

Hawkpoint Partners Limited
(Joint financial adviser to Rathbones)
Charles Williams                                      Tel: [phone]

Bridgewell Securities Limited
(Corporate broker to Rathbones)
Ben Money-Coutts                                      Tel: [phone]



Dresdner Kleinwort Wasserstein Limited and Hawkpoint Partners Limited, which are
authorised and regulated in the United Kingdom by the Financial Services
Authority, are acting as joint financial advisers to Rathbone Brothers Plc and
for no one else in connection with the possible offer and other matters
described herein and will not be responsible to anyone other than Rathbone
Brothers Plc for providing the protections afforded to customers of Dresdner
Kleinwort Wasserstein Limited or Hawkpoint Partners Limited or for giving advice
in relation to the possible offer or in relation to the contents of this
announcement or any other matter described in this announcement.

Bridgewell Securities Limited, which is regulated in the UK by the Financial
Services Authority, is acting exclusively for Rathbone Brothers Plc and no one
else in connection with the possible offer and other matters described herein
and will not be responsible to anyone other than Rathbone Brothers Plc for
providing the protections afforded to customers of Bridgewell Securities Limited
or for giving advice in relation to the possible offer or in relation to the
contents of this announcement or any other matter described in this
announcement.

Note

For the purposes of Note 2 on Rule 2.8 of The City Code on Takeovers and
Mergers, Rathbones reserves the right to set aside this statement within the
next six months with the agreement or recommendation of the Board of Rensburg.




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