Seashells from Belize

Press Release


Carlisle Holdings Limited
FOR IMMEDIATE RELEASE


CARLISLE HOLDINGS LIMITED ANNOUNCES RESULTS FOR THE
FIRST QUARTER ENDED JUNE 30, 2004


Belize City, Belize, July 30, 2004 -- Carlisle Holdings Limited (NASDAQ: CLHL,
London: CLH) reported revenue of $337.8m (2003 -- $277.0m) and net income of
$10.3m (2003 -- $10.0m) for the quarter ended June 30, 2004, the first quarter
of fiscal 2005.

Earnings per share from continuing operations for the quarter ended June 30,
2004 was $0.17 (2003 - $0.15).

Commenting on corporate performance, Chairman, Lord Ashcroft, KCMG, said:

"OneSource continues to meet its targets and achieved modest organic growth
during the first quarter. Both customer retention and new business development
programs are firmly in place and the company should benefit later this year when
market conditions improve.

"UK Facilities Services is performing to expectations in cleaning and related
services and looks forward to increased opportunities to provide retail
merchandising services.

"The market for Staffing Services is still experiencing margin pressure but we
are confident about growth opportunities in our niche markets. The addition of
Professional Staff has given us exposure to the recently improved market
conditions in the technology sector.

"Controlling costs and improving efficiency remain a high priority in all
divisions."

First Quarter Operational Review

Facilities Services

The Facilities Services division reported revenue of $232.2m for the quarter
ended June 30, 2004 (2003 -- $224.3m). Operating income for the quarter ended
June 30, 2004 amounted to $2.2m (2003 -- $1.8m).

OneSource met earnings expectations for the first quarter of the fiscal year.
Strong emphasis on customer retention programs and continued focused new
business development efforts provided incremental organic growth of one percent
in the first quarter, despite challenging market conditions.

While commercial real estate and related markets anticipate more favorable
market conditions in the US, these improvements are likely to be gradual and the
company is experiencing some delays in major contract awards.

In the UK, Facilities Services business revenues remained stable compared with
the prior year and the company met earnings expectations. Retail merchandising
operations continued to invest in anticipation of planned future new business in
the Food & DIY environments.

In both the US and the UK, management maintains a keen focus on creating higher
efficiencies in both back-office and service delivery environments, allowing the
facilities services businesses to continue to provide high quality services at
competitive rates.

Staffing Services

Carlisle Staffing Services reported revenue of $105.6m (2003 -- $52.7m) for the
quarter ended June 30, 2004. Operating income for the quarter ended June 30,
2004 was $1.6m (2003 -- $1.3m).

Previously won managed human resourcing contracts as well as a stronger quarter
for permanent placements resulted in better quarter on quarter performance. The
revenue of Professional Staff, which is included from April 1, 2004, showed
strong year on year growth and was boosted by a pickup in staffing levels in the
technology sector.

The quarter also saw the successful win of an important three-year contract to
provide qualified staff to run clinical trials and analyze biomedical data for a
major pharmaceutical company. This contract will contribute to revenues starting
in the second quarter and will help offset the seasonal downturn in the
Education sector during the summer vacations.

The Division continues to invest in growth sectors where staffing activity
levels are increasing. At the same time, control of SG&A costs remains a top
priority to ensure ongoing improvement in productivity. As Professional Staff
is integrated into Carlisle Staffing Services, management expects some
consolidation of administrative and operational functions and will seek to fully
leverage best practices at both organizations to further improve performance.

Financial Services

Financial Services reported another good performance for the quarter ended June
30, 2004. Operating income from Financial Services increased 3% to $7.3m (2003
$7.1m). The results reflect a 2% increase in net income, driven by a 21%
increase in the average loan portfolio offset by a decreased interest margin.

Dividend

The directors of Carlisle Holdings Limited ("Carlisle") announce a dividend
which, subject to fulfilment of the condition described below, it intends will
be payable to all holders of those Carlisle ordinary shares ("Carlisle Shares")
which are entitled to receive dividends at 4:30pm New York Time on August 9,
2004, the record date for the dividend. This dividend will be satisfied by the
transfer of Carlisle's entire shareholding in its wholly-owned subsidiary
Seashell Group Limited ("Seashell") to qualifying holders of Carlisle Shares.
Seashell is a company incorporated in Belize under the International Business
Companies Act with an issued share capital of #5 million divided into 10 million
shares of #0.50 each.

Accordingly and except as provided below, a holder of Carlisle Shares on the
record date will receive approximately 16.55 shares in Seashell for each 100
Carlisle Shares held by him. Exact entitlements will be calculated by reference
to the number of Carlisle Shares entitled to receive dividends at 4:30pm New
York Time on August 9, 2004 and fractional entitlements will be ignored.
Fractions will be aggregated and the shares in Seashell will be sold to placees
outside the United States procured by Carlisle with the proceeds being retained
by Carlisle.

Carlisle shareholders who are citizens, residents or nationals of the United
States (including US based custodians, nominees or trustees for persons who are
not, or who are, citizens, residents or nationals of the United States) will not
receive shares in Seashell and will receive, by reference to the issued share
capital of Carlisle as at today's date, approximately $15.08 for each 100
Carlisle Shares registered in his name (being the US dollar equivalent of the UK
sterling value of the shares in Seashell to which he would otherwise have been
entitled, calculated by reference to the closing middle market spot price for UK
sterling to US dollar exchange rate on July 28, 2004, as published in the
Financial Times (UK edition) on July 29, 2004). Exact entitlements will be
calculated by reference to the number of shares in Carlisle entitled to receive
dividends at 4:30pm New York Time on August 9, 2004 and the closing middle
market spot price for UK sterling to US dollar exchange rate also as at that
date. The shares in Seashell which such Carlisle shareholders would otherwise
have received will be sold to placees outside the United States procured by
Carlisle with the proceeds being retained by Carlisle.

Application will be made for the admission of the shares in Seashell to trading
on the Alternative Investment Market of the London Stock Exchange ("AIM") and
the payment of the dividend is conditional on admission of the shares in
Seashell to AIM. The directors of Seashell include Lord Ashcroft KCMG, Mr.
David Hammond, Mr. Philip Osborne and Mr. Philip Johnson, all directors or
officers of Carlisle. It is currently intended that following its admission to
AIM, Seashell will invest in either a publicly traded or private company which
is under-performing and by influencing the management and strategic direction of
that company will seek to create value for the shareholders of Seashell. No
such investment has yet been identified.

Carlisle shareholders will shortly be sent a letter explaining the proposed
dividend, including details of their entitlements, and Carlisle shareholders who
will receive shares in Seashell will also be sent its admission document
produced in connection with its proposed application for admission to AIM.
These documents will be despatched to shareholders on the register on the record
date. The shares in Seashell are expected to be admitted to trading on or
around August 31, 2004 and shareholders will receive their shares in Seashell or
their cash entitlement shortly thereafter.

Background Information

Through its OneSource brand, Carlisle Group is a leader in the outsourced
facilities services sector in the US and provides janitorial, landscaping,
general repair and maintenance and other specialized services for more than
10,000 commercial, institutional and industrial accounts. In the UK and
Ireland, Carlisle Group is also a leading provider of business services.
Carlisle Facilities Services is a national provider for a broad range of
people-dominated facilities services (specializing in the industry sectors of
Retail, Transport and Public Sector). Carlisle Staffing Services continues to
develop a significant position in the staffing services sector with a presence
in the markets for Professional Services, Office and Industrial, Public
Services, Scientific and Telecoms/Technology and the developing Human Resources
Services market. This business has over 70 locations with a weekly temporary/
contractor base of over 7,000 workers employed across more than 5,000 clients.
The Company also has interests in Financial Services.



Sea shell has been created from the UK Facility management side

the shares appear to be tighly held and have risen since there admission

Any thoughts on if i should buy

nissi_beach@hotmail.com