Offer Update

RNS Number:7045T
Matthews(Bernard) PLC
7 November 2000


 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES,
                         CANADA, JAPAN OR AUSTRALIA
                                      
                                      
                  Bernard Matthews Holdings Limited ("BMH")
                                      
               Recommended Cash Offer for Bernard Matthews PLC

The  board  of  BMH  notes the announcement made earlier today  by  Sara  Lee
Corporation that it no longer has any interest in making an offer for Bernard
Matthews PLC.

The  Matthews Family and the Management Team reaffirm their commitment to the
BMH Offer which is the only Offer that has been made for Bernard Matthews PLC
and which has the recommendation of the Independent Directors.

To  accept  the Offer, Forms of Acceptance must be completed and returned  as
soon  as  possible and, in any event, so as to be received by no  later  than
3.00 p.m. on 22 November 2000.

The  board  of BMH is continuing to investigate the feasibility of a  partial
share  alternative to the cash consideration available under the  Offer  and,
whilst  no commitment can be given at this time, further information will  be
sent to Bernard Matthews Shareholders in due course.


Comments

Bernard Matthews, Chairman of BMH, commented:

"The  BMH  Offer represents a 57 per cent. premium to the market price  of  a
Bernard  Matthews Share before it was announced that we were  considering  an
offer. Acceptances should be received by 22 November 2000."


Enquiries:                                                                   
                                                                             
Bernard Matthews Holdings Limited                               01603 872 611
B T Matthews                                                                 
David Joll                                                                   
                                                                             
HSBC                                                            020 7336 9000
Jeremy Prescott                                                              
Rupert Faure Walker                                                          
                                                                             
Citigate Dewe Rogerson                                          020 7638 9571
David Nolder                                                                 
Simon Rigby                                                                  


The  directors of Bernard Matthews Holdings Limited accept responsibility for
the  information  in  this announcement.  To the best of  the  knowledge  and
belief of the directors of Bernard Matthews Holdings Limited (who have  taken
all  reasonable  care  to  ensure that such  is  the  case)  the  information
contained in this announcement is in accordance with the facts and  does  not
omit  anything  likely  to  affect  the import  of  such  information.   This
announcement  has  been  approved for the  purposes  of  section  57  of  the
Financial Services Act 1986 by HSBC.

HSBC,  which is regulated in the United Kingdom by The Securities and Futures
Authority Limited, is acting exclusively for BMH and no one else in  relation
to  the  Offer  and  will not be responsible to anyone  other  than  BMH  for
providing  the  protections afforded to customers of HSBC, or  for  providing
advice in relation to the Offer.

This  announcement is not being, and must not be, issued, mailed or otherwise
distributed to or sent in, into or from the United States, Canada,  Australia
or  Japan  and  persons  receiving this announcement  (including  custodians,
nominees  and trustees) must not distribute or send it in, into or  from  the
United States, Canada, Australia or Japan.

Save  for  the  information  herein,  as  at  6  November  2000  (the  latest
practicable  date prior to the printing of this document) there has  been  no
material change to the information contained in the Offer Document.

Terms  defined in the offer document dated and dispatched on 1 November  2000
have the same meanings in this announcement.