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Warburg (S.G.) Group (WSGC)

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Wednesday 04 May, 2005

Warburg (S.G.) Group

AGREEMENT TO PURCHASE NOTES

Warburg (S.G.) Group PLC
04 May 2005

FOR IMMEDIATE RELEASE






                     S.G. WARBURG GROUP plc ('the Company')

                           (Company Number: 1874486)



                    Purchase of Perpetual Subordinated Notes





On 4 May 2005 the Company entered into an agreement for the purchase by the
Company from SBCI IB Limited, an associated undertaking of the Company, of
£104,663,000 in principal amount of the £125,000,000 9 per cent. Perpetual
Subordinated Notes issued by the Company constituted by a trust deed between the
Company and The Law Debenture Trust Corporation p.l.c. dated 17 February 1994 ('
the Notes') ('the Agreement'). The purchase of the Notes is being made to
facilitate a reduction of the Company's long-term cost of capital and as part of
the Company's ongoing management of its debt financing.



The consideration payable under the Agreement in respect of the purchase will be
£152,268,632 in cash.  Completion of the purchase pursuant to the Agreement is
expected to take place on 5 May 2005. Such of the Notes as are purchased by the
Company under the Agreement will be cancelled.



Following the purchase and cancellation, £8,337,000 in principal amount of the
Notes held by third parties remain outstanding.



Enquiries should be addressed for the attention of Matthew Miller, Investor
Relations at UBS AG, Bahnhofstraase 45, CH-8098 Zurich, Switzerland, telephone
+41 1 234 4360.





John S Mitchell-Hewson

Secretary



4 May 2005.






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