Statement re Possible Offer

Sutton Harbour Holdings PLC
25 June 2004


Sutton Harbour Holdings announces that it received an approach which might have
lead to an offer being made for the entire issued share capital of the Company.
The approach was from a London based shell company recently listed on AIM now
capitalised at £8m.

The approach indicated a potential offer price of 215p per Sutton Harbour
Holdings share, to be satisfied by a mixture of cash and shares in the
AIM-quoted company. The directors of Sutton Harbour Holdings noted that the only
material asset of the AIM-quoted company is some £5m cash and that the price of
the shares being offered equates to a premium of approximately 60% over the cash
asset value of that company.  Stripping out this premium, the actual value of
the potential offer was about 180p per Sutton Harbour Holdings share.

The directors of Sutton Harbour Holdings do not believe that an approach at this
level and with this payment structure properly reflects either the current or
the potential value of the Company. In the announcement of the results for the
year ended 31 March 2004, the directors of Sutton Harbour Holdings were
delighted to report that profits from the Group's on-going activities
accelerated in the second half year, after a first half of significant
achievement. Air Southwest, the airline business launched by the Company in
2003, exceeded the directors' expectations and is expected to make a profit in
its first full year, whilst the Group's property development and regeneration
activities continue to perform strongly.

Accordingly, the directors of Sutton Harbour Holdings considered that such an
offer should not be recommended to shareholders and have ceased discussions with
the potential offeror.



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