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Johnson Fry Holdings (JFH)

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Thursday 10 February, 2000

Johnson Fry Holdings

Compulsory Acquisition of Outstanding Shares

Johnson Fry Holdings PLC
10 February 2000

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


                            Recommended Cash Offer                            
                                      by                                      
                         Merrill Lynch International                          
                                 on behalf of                                 
                         Legg Mason (UK) Holdings Plc                         
                a wholly owned subsidiary of Legg Mason, Inc.                 
                                     for                                      
                           Johnson Fry Holdings PLC                           

Compulsory Acquisition of Outstanding Johnson Fry Shares

The Board of Legg Mason UK, a wholly owned subsidiary of Legg Mason, announces
that valid acceptances have been received in respect of more than 90 per cent.
in value of the Johnson Fry Shares to which the Offer relates. 

Accordingly, Legg Mason UK is today posting formal notices under section 429
of the Companies Act 1985 to Johnson Fry Shareholders who have not yet
accepted the Offer to acquire compulsorily all those Johnson Fry Shares in
respect of which valid acceptances have not been received at the expiry of the
requisite notice period. In the meantime the Offer remains open for acceptance
until further notice. 

It is intended to apply for the listing of the Johnson Fry Shares on the
Official List of the London Stock Exchange to be cancelled as soon as possible
after the outstanding Johnson Fry Shares to which the Offer relates have been
compulsorily acquired.

All Johnson Fry Shareholders who have not yet accepted the Offer are urged to
complete and return their Forms of Acceptance as soon as possible.

Terms defined in the Offer Document, dated 22 October 1999, have the same
meaning in this press release unless the context otherwise requires.

Enquiries:

LEGG MASON
Raymond Mason, Chairman & Chief Executive Officer
Elisabeth Spector, Senior Vice President
Telephone: 00 1 410 539 0000

MERRILL LYNCH INTERNATIONAL
Richard Slimmon
Telephone: 0171 628 1000

Merrill Lynch International, which is regulated in the UK by The Securities
and Futures Authority Limited, is acting exclusively for Legg Mason and Legg
Mason UK and for no one else in connection with the Offer and will not be
responsible to anyone other than Legg Mason and Legg Mason UK for providing
the protections afforded to customers of Merrill Lynch International or for
giving advice in relation to the Offer. 


                                                                                

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