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Thomson Travel Grp. (TRV)

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Thursday 17 August, 2000

Thomson Travel Grp.

Compulsory Acqn of Shares,etc

Thomson Travel Group PLC
17 August 2000

Not for release, publication or distribution in or into the United States of
America.

Recommended Cash Offer by Goldman Sachs International on behalf of 
Preussag AG for Thomson Travel Group plc

COMPULSORY ACQUISITION OF THOMSON TRAVEL SHARES
AND DELISTING OF THOMSON TRAVEL

On Thursday 27 July 2000 the Board of Preussag declared the recommended cash
offer for the whole of the issued and to be issued ordinary share capital of
Thomson Travel not already owned by Preussag (the 'Offer') wholly
unconditional.

Terms defined in the Offer Document dated 14 June 2000 have the same meaning
in this announcement unless the context otherwise requires.

As at 3.00 p.m. on 16 August 2000, Preussag either owned or had received
acceptances in respect of a total of 958,207,838 Thomson Travel Shares,
representing approximately 95.8 per cent. of the issued share capital of
Thomson Travel. Valid acceptances of the Offer have been received in respect
of a total of 759,206,662 Thomson Travel Shares, representing approximately
75.9 per cent. of the issued share capital of Thomson Travel.  This includes
acceptances received pursuant to irrevocable undertakings from the Directors
and certain institutional shareholders of Thomson Travel in respect of, in
aggregate, 253,618,357 Thomson Travel Shares, representing approximately 25.4
per cent. of the issued share capital of Thomson Travel.

In addition, during the Offer Period, Preussag has acquired 199,001,176
Thomson Travel Shares, representing approximately 19.9 per cent. of the issued
share capital of Thomson Travel.

Preussag therefore owns or has received acceptances in respect of more than 90
per cent. of the Thomson Travel Shares to which the Offer relates and is
implementing the procedures under sections 428 to 430F of the Companies Act
1985, as amended, to acquire compulsorily all of the outstanding Thomson
Travel Shares which it has not already acquired, contracted to acquire or in
respect of which it has not received valid acceptances.

The Offer will remain open for acceptance until further notice.

The Board of Preussag has today requested Thomson Travel to apply to cancel
the listing of Thomson Travel's ordinary shares on the Official List of the
United Kingdom Listing Authority and to cancel Thomson Travel's ordinary
shares from admission for trading on the London Stock Exchange. It is
anticipated that the cancellations will become effective on 15 September 2000,
being no less than twenty business days from the date of this announcement.

Save as disclosed above, neither Preussag nor any person deemed to be acting
in concert with Preussag held any Thomson Travel Shares or rights over Thomson
Travel Shares prior to the commencement of the Offer Period on 4 April 2000,
or has either acquired or agreed to acquire any Thomson Travel Shares or
rights over Thomson Travel Shares since then.

Enquiries:

Preussag AG

Dr. Susanne Knorre                     +49 511 566 1326 

Dr. Frank Laurich                      +49 511 566 1427 

Goldman Sachs International 

Nigel Robinson                         +44 207 774 1000

The Offer is not being made, directly or indirectly, in, or into, or by use of
the mails of, or any means or instrumentality (including, without limitation,
facsimile transmission, e-mail, telex or telephone) of interstate or foreign
commerce of or any facilities of a national securities exchange of, the United
States and the Offer is not capable of acceptance by such use, means,
instrumentality or facilities.

Goldman Sachs International, which is regulated in the United Kingdom by The
Securities and Futures Authority Limited, is acting exclusively for Preussag
and for no one else in connection with the Offer and will not be responsible
to anyone other than Preussag for providing the protections afforded to
customers of Goldman Sachs International or for giving advice in relation to
the Offer or any matters referred to herein.

The Directors of Preussag accept responsibility for the information contained
in this announcement and, to the best of their knowledge and belief (have
taken all reasonable care to ensure that such is the case), the information
contained in this advertisement is in accordance with the facts and does not
omit anything likely to affect the import of such information.

The contents of this announcement, which have been prepared by and are the
sole responsibility of Preussag, have been approved by Goldman Sachs
International for the sole purposes of section 57 of the Financial Services
Act 1986.



                                                                                
                                                                              

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