SAR - Bespak PLC

Schroders PLC
21 September 2001


                                                                    FORM SAR 3

Lodge with Company Announcements Office (which will publicise and copy to the
Panel). A copy must also be sent to the company the shares of which are
acquired.

Reference:                         Date of disclosure:     21/09/01

  DISCLOSURE UNDER RULE 3 OF THE RULES GOVERNING SUBSTANTIAL ACQUISITIONS OF
                               SHARES ('SARs')

Date of acquisition     19/09/01

Acquisition in          Bespak plc

                       
(1)  Class of voting   Number of shares     If rights over shares 
     shares            over shares          acquired, as opposed to 
     (e.g. ordinary    acquired             the shares themselves, 
     shares)                                specify nature of rights
    

 10p ordinary shares   30,000 shares



(2)  Resultant total      Resultant total holding of      Total percentage
     holding of voting    rights over shares (and % of    
     shares (and % of     total voting shares in issue)
     total voting shares
     in issue)

4,530,952 shares (17.063%)                                      (17.063%)


(3)     Party making disclosure     Schroders plc

                                              
(4)     (a) Name of person acquiring               Schroders plc on behalf of
            shares or rights over shares and,      institutional clients on a
            if different, beneficial owner         non-beneficial basis


        (b) Names of any other
            persons acting by agreement or
            understanding (see SAR 5)


Signed, for and on behalf of the party named in (3) above

(Also print name of signatory)     Brenda Versteeg (Compliance Reporting
                                                     Assistant)

Telephone and extension number     020 7658 2962 (Direct line)

                         ___________________________


Note.     Under SAR 5, the holdings of and acquisitions by persons acting by
agreement or understanding must be aggregated and treated as a holding of or
acquisition by one person. Note 3 on SAR 5 requires persons who must aggregate
holdings to disclose certain disposals.


For full details of the SARs disclosure requirements, see Rules 3 and 5 of the
SARs. If in doubt, contact the Panel on Takeovers and Mergers, Tel. No.: 020
7638 0129


12.7.00