SAR - Headway plc

RNS Number:2072N
Country & Metropolitan PLC
04 July 2003


                                                                      FORM SAR 3


Lodge with a RIS or Newstrack if appropriate and the Takeover Panel.
A copy must also be sent to the company the shares of which are acquired.

Date of disclosure

4 July 2003


DISCLOSURE UNDER RULE 3 OF THE RULES GOVERNING
SUBSTANTIAL ACQUISITIONS OF SHARES ("SARs")


Date of acquisition

4 July 2003


Acquisition in (name of company)

Headway plc


1. Class of voting shares (eg ordinary shares)

Ordinary shares


Number of shares/rights over shares acquired

900,000   Shares              nil             Rights


If rights over shares acquired, as opposed to the shares themselves, specify
nature of rights

N/a


2. Resultant total holding of voting shares (and % of total voting shares in
issue)

2,740,000                          16.9%


Resultant total holding of rights over shares (and % of total voting shares in
issue)

Nil                                  Nil%


Total percentage

16.9 %


3. Party making disclosure

Dawnay, Day Corporate Finance Limited

4. (a) Name of person acquiring shares or rights over shares

Country & Metropolitan plc (450,000 shares)
Fleet Property Ltd (450,000 shares)


and, if different, beneficial owner

See (b) below


(b) Names of any other persons acting by agreement or understanding (see SAR 5)

Allied Commercial Exporters Ltd (holding company of Fleet Property Ltd)


Signed, for and on behalf of the party named in (3) above

David Floyd


(Also print name of signatory)

David Floyd


Telephone and extension number

020 7509 4570


Note.   Under SAR 5, the holdings of and acquisitions by persons acting by
agreement or understanding must be aggregated and treated as a holding of or
acquisition by one person. Note 3 on SAR 5 requires persons who must aggregate
holdings to disclose certain disposals.

For full details of the SARs disclosure requirements, see Rules 3 and 5 of the
SARs. If in doubt, contact the Panel on Takeovers and Mergers, Monitoring
Section. Tel. No: 020 7638 0129.
Email:[e-mail]



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