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Mansfield Brewery. (MNB)

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Monday 13 December, 1999

Mansfield Brewery.

Wolverhampton & Dudley Breweries Offer Extended

Mansfield Brewery PLC
13 December 1999


NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE
   UNITED STATES OF AMERICA, CANADA, AUSTRALIA OR JAPAN


         THE WOLVERHAMPTON & DUDLEY BREWERIES, PLC
                         ('W&DB')
                             
                   RECOMMENDED OFFER FOR
                             
                   MANSFIELD BREWERY plc
                       ('Mansfield')


W&DB  announces that by 3.00pm on Friday 10 December  1999,
the  First Closing Date of the Offer, valid acceptances had
been received in respect of a total of 45,141,584 Mansfield
Shares,  representing approximately 69.0 per cent.  of  the
issued  share  capital of Mansfield.  This total  does  not
include  the 12,033,344 Mansfield Shares held by  the  F  B
Baily Thomas Provident Fund, representing 18.4 per cent. of
the issued share capital of Mansfield.

The  trustees of the F B Baily Thomas Provident  Fund  have
given  W&DB an undertaking that, provided that the sanction
of  the High Court is obtained and that no higher offer  is
made  by  a third party, they will give W&DB an undertaking
to  accept the Offer.  The latter undertaking will cease to
be  binding if a higher offer is made by a third party  for
the Mansfield Shares which exceeds the W&DB Offer by 10 per
cent. or more.  The High Court hearing is expected to  take
place this week.

W&DB  announces that the Offer, including the Mix and Match
Election  and the Loan Note Alternative, has been  extended
until 3.00pm on Tuesday 4 January 2000.

W&DB  notes the announcement made on 9 December  1999  that
the  Secretary of State for Trade and Industry has  decided
not to refer the Offer to the Competition Commission.  W&DB
welcomes this decision and looks forward to completing  the
acquisition as soon as possible.

Valid acceptances have been received from the Directors  of
Mansfield   in   respect   of  67,460   Mansfield   Shares,
representing  approximately 0.1 per  cent.  of  the  issued
share capital of Mansfield.  The total level of acceptances
referred  to above includes all valid acceptances  received
from the Directors of Mansfield.

Save  as  disclosed in the offer document dated 19 November
1999 and in this announcement, neither W&DB nor any persons
deemed to be acting in concert with W&DB held any Mansfield
Shares  immediately prior to the commencement of the  Offer
Period  or have acquired or agreed to acquire any Mansfield
Shares during the Offer Period commencing on 26 July 1999.


Enquiries:

W&DB                          Telephone:     01902 711 811
David Thompson
Ralph Findlay

Rothschild                    Telephone:     0171 280 5000
Crispin Wright
Avi Goldberg

Hudson Sandler                Telephone:     0171 796 4133
Keith Hann
Andrew Hayes

The definitions set out in the offer document dated 19
November 1999 apply to this announcement.

The  Offer will not be made, directly or indirectly, in  or
into,  or  by  use  of the mails of, or  by  any  means  or
instrumentality (including, without limitation, fax,  telex
or  telephone) of interstate or foreign commerce of, or  of
any  facilities of a national securities exchange  of,  the
United States, or in or into Canada, Australia or Japan and
the  Offer  will not be capable of acceptance by  any  such
use,  means,  instrumentality or facilities or from  within
the    United   States,   Canada,   Australia   or   Japan.
Accordingly, copies of this announcement are not being, and
must not be, mailed or otherwise distributed or sent in  or
into the United States, Canada, Australia or Japan.

N  M  Rothschild & Sons Limited, which is regulated in  the
United  Kingdom  by  The Securities and  Futures  Authority
Limited, is acting for W&DB (Finance) PLC and W&DB  and  no
one  else  in  connection with the Offer and  will  not  be
responsible  to  anyone other than W&DB (Finance)  PLC  and
W&DB for providing the protections afforded to customers of
N  M Rothschild & Sons Limited nor for providing advice  in
relation to the Offer.


                                                                                                                                                                                                

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