Grindlays Acquired from ANZ for US$1.34 billion

Standard Chartered PLC
27 April 2000


STANDARD CHARTERED BUYS GRINDLAYS FROM ANZ 
IN US$1.34 BILLION DEAL

Premier International Banking Business in the Middle East and 
South Asia Formed

Standard Chartered PLC announces that an agreement has been signed with
Australia and New Zealand Banking Group Limited (ANZ) for Standard Chartered
to acquire Grindlays in the Middle East and South Asia and the associated
Grindlays Private Banking business. The total consideration, which will be
determined by reference to a completion audit, is expected to be US$1.34
billion (£848 million), including goodwill of US$750 (£475) million, to be
paid in cash. 

The combination of the two businesses will position Standard Chartered as the
leading international bank in India, Pakistan and Bangladesh and second in the
UAE and Sri Lanka, based on total assets. 

It is expected that the acquisition will be earnings enhancing for Standard
Chartered PLC shareholders in the first full financial year after completion
and after the amortisation of goodwill. 

Rana Talwar, Group Chief Executive, Standard Chartered PLC, commented: 

'The acquisition of Grindlays will:
- create the premier international banking business in the Middle East and
South Asia 
- combine two strong and complementary consumer banking franchises to build
the leading consumer bank in the region 
- strengthen the corporate banking franchise through greater focus on
multinational and large local companies 
- increase opportunities for the continuing development of internet banking
products in markets that offer enormous potential 
- add to the strength of Standard Chartered's management resources 
- achieve significant synergies through operating efficiencies and revenue
enhancements.'

Mr Talwar continued  'This acquisition is completely in line with our stated
strategy and is a significant step towards our objective of becoming the
world's leading emerging markets bank. It also emphasises our commitment to
develop our business in the Middle East and South Asia. 

'Good economic growth rates are forecast in India and across the region and we
believe that this is the right time to invest. This is an excellent
opportunity to acquire a well-managed, quality business at the right price. It
will position us to take advantage as the region, with its rapidly growing
middle class, opens up to e-commerce and new banking products.

'The move follows our recent acquisitions of the UBS international trade
finance business and Nakornthon Bank in Thailand, both of which have been
successfully integrated into Standard Chartered. We will continue to pursue
opportunities to develop our unique franchise.'

ANZ, Chief Executive Officer, John McFarlane, said the transaction is
strategically attractive for both organisations and a win-win for ANZ and
Standard Chartered. 

'The sale is a good outcome for shareholders, customers and staff of both
banks,' Mr McFarlane said.

'For ANZ, the sale generates immediate value for our shareholders. For
Standard Chartered, it creates the leading international bank in the Middle
East and South Asia and it will benefit from the growth and synergies the
integrated platform will bring,' Mr. McFarlane said.

Mr. McFarlane paid special tribute to Grindlays management and staff. 'The
outcome and the attractiveness of Grindlays to Standard Chartered reflect both
the hard work and dedication of current and former staff in the region. The
new larger business will offer our local staff enhanced opportunities.'

Standard Chartered has 57 branches in nine countries in the region. Operating
profit before provisions of US$130 (£82) million was generated in the year
ended 31 December 1999. 

Grindlays has extensive coverage across the region where it offers a wide
range of banking services to nearly one million customers through 116 branches
in thirteen countries. It focuses on providing trade finance and cash
management to major local and multinational companies and supplying retail and
credit card services to its personal customers. 

For the year ended 30 September 1999, Grindlays, together with the private
banking business being acquired, produced profits after tax of US$89 (£56)
million. Adjusted for different provisioning policies of Standard Chartered
and various non-recurring items, the profit after tax was US$75 (£47) million.
Annualised profits after tax for the six months ended 31 March 2000, adjusted
on an equivalent basis, produces a price earnings ratio of 12.9 times. The net
assets to be acquired are approximately US$590 (£373) million representing a
multiple of 2.3 times book value. 

Standard Chartered believes that after three years, the acquisition will
realise ongoing synergies of US$110 (£70) million each year. The one-off costs
of achieving these cost and revenue benefits are estimated to be approximately
US$160 (£101) million in aggregate over the first three years following
completion of the acquisition.

Through a co-operation agreement with Standard Chartered, ANZ will be able to
provide trade related banking services to its customers through Grindlays. It
will also enter into a further co-operation agreement with Standard Chartered
so as to provide project finance and corporate advisory services to clients in
the region. 

ANZ will provide Standard Chartered with indemnities on credit matters and on
litigation including the National Housing Bank matter. 

The consideration will be paid in cash from existing resources. Completion is
expected in the third quarter of 2000, subject to regulatory approvals. 


For further information please contact:

Pamela McGann          Group Head, External Affairs       44 (0)20 7280 7245
Tim Halford            Director, Corporate Affairs        44 (0)20 7280 7159
Stephen Seagrove       Group Investor Relations Manager   44 (0)20 7280 7164

For additional background information visit the Standard Chartered web site

www.standardchartered.com

Standard Chartered is being advised by Warburg Dillon Read, the Investment
Banking Division of UBS AG.