Offer Update

RNS Number:5168V
Bernard Matthews Holdings PLC
8 December 2000

  NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO
       THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA
                             
  Press announcement for immediate release on 8 December
                           2000
                             
                             
           Bernard Matthews Holdings PLC ("BMH")
                             
    Recommended Revised Offer for Bernard Matthews PLC

The board of BMH has posted a circular to Bernard Matthews
Shareholders  who have not yet accepted the Revised  Offer
informing  them that the Revised Offer has  been  declared
wholly unconditional.

The  Revised  Offer (including the Loan Note  Alternative)
has been extended until further notice.  The Partial Share
Alternative  has  lapsed  and  is  no  longer   open   for
acceptance.

Shareholders  who have not yet accepted the Revised  Offer
are  encouraged to do so as soon as possible.   Settlement
of  the consideration due to Bernard Matthews Shareholders
who  validly accept the Revised Offer from this date  will
be  effected  within  14 days from  the  receipt  of  such
acceptance.


Enquiries:                                                
                                                          
HSBC                                         020 7336 9000
Jeremy Prescott                                           


The   directors  of  BMH  accept  responsibility  for  the
information  in  this announcement.  To the  best  of  the
knowledge  and  belief of the directors of BMH  (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 Investment
Bank plc ("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
Revised 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 Revised 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 7 December  2000
(the  latest  practicable date prior to this announcement)
there  has  been  no  material change to  the  information
contained  in the Original Offer Document or  the  Revised
Offer Document.

Terms  defined  in the Original Offer Document  dated  and
dispatched  on  1  November 2000  and  the  Revised  Offer
Document dated and dispatched on 23 November 2000 have the
same meanings in this announcement.