Level of Acceptances

RNS Number:3729F
South Staffordshire Plc
18 November 2004



                                                                18 November 2004

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO
THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN

                             Recommended Cash Offer
                                       by
                         Dresdner Kleinwort Wasserstein
                                  on behalf of
                        AquaInvest Acquisitions Limited
                                      for
                            South Staffordshire Plc

                  Offer declared unconditional in all respects

The board of AquaInvest Acquisitions Limited ("AquaInvest") announces that by
3.00 p.m. (U.K. time) on 17 November 2004, the first closing date of the Offer,
valid acceptances of the Offer had been received in respect of a total of
11,012,536 South Staffordshire Shares, representing approximately 86.5 per cent.
of the existing issued share capital of South Staffordshire.

Prior to the posting of the Offer Document on 27 October 2004, AquaInvest had
received irrevocable undertakings from the South Staffordshire Directors and
certain other South Staffordshire Shareholders to accept, or procure the
acceptance of, the Offer in respect of, in aggregate, 2,863,358 South
Staffordshire Shares, representing approximately 22.5 per cent. of the existing
issued share capital of South Staffordshire. Included in the valid acceptances
of the Offer set out above are acceptances in respect of 2,861,221 South
Staffordshire Shares, received pursuant to such irrevocable undertakings.

AquaInvest announces that the Offer is declared unconditional in all respects.

The Offer will remain open for acceptance until further notice. To the extent
they have not already done so, South Staffordshire Shareholders who wish to
accept the Offer should complete and return their form of acceptance in
accordance with the procedure set out in the Offer Document.

Save as disclosed in this announcement, neither AquaInvest, nor any persons
acting, or deemed to be acting, in concert with AquaInvest held any South
Staffordshire Shares (or rights over South Staffordshire Shares) or has acquired
or agreed to acquire any South Staffordshire Shares (or rights over South
Staffordshire Shares) during the Offer Period.

Settlement of the Offer

Consideration payable for the Offer will be dispatched (in the manner set out in
the Offer Document) by 2 December 2004 to those South Staffordshire Shareholders
in respect of whom valid acceptances of the Offer have already been received.
Consideration in respect of valid acceptances of the Offer received from today
onwards will be dispatched to accepting South Staffordshire Shareholders within
14 days of such receipt.

Cancellation of listing

Application will be made to the UK Listing Authority for the listing of the
South Staffordshire Shares on the Official List to be cancelled and to the
London Stock Exchange for trading of the South Staffordshire Shares to be
cancelled. It is expected that the cancellation will take effect 20 business
days following the date of this announcement.

Words and expressions defined in the Offer Document dated 27 October 2004 shall
have the same meaning when used in this announcement.

Enquiries:

Dresdner Kleinwort Wasserstein Tel: [phone]
(Financial adviser to First Islamic and AquaInvest)
Anand Jagannathan, Managing Director
Christian Littlewood, Director

Financial Dynamics Tel: [phone]
(Financial PR advisers)
Andrew Dowler, Managing Director
Andrew Waterworth, Partner

The directors of AquaInvest accept responsibility for the information contained
in this announcement. To the best of the knowledge and belief of the directors
of AquaInvest (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.

The Offer is constituted solely by the Offer Document and the Form of
Acceptance, which contains the full terms and conditions of the Offer, including
details of how the Offer may be accepted.

The Offer is not being made, directly or indirectly, in or into, or by the use
of the mails of or by any means or instrumentality (including, without
limitation, facsimile transmission, telephone and the internet) of interstate or
foreign commerce of, or of any facility of a national, state or other securities
exchange of, a Restricted Jurisdiction (including the United States, Canada,
Australia and Japan) and the Offer is not capable of acceptance by any such use,
means, instrumentality or facility or from within a Restricted Jurisdiction.

Dresdner Kleinwort Wasserstein Limited, which is authorised and regulated in the
United Kingdom by the FSA, is acting exclusively as financial adviser to First
Islamic and AquaInvest in connection with the Offer and Announcement and no-one
else and will not be responsible to anyone other than First Islamic and
AquaInvest for providing the protections afforded to customers of Dresdner
Kleinwort Wasserstein Limited, or for affording advice in relation to the Offer
or in relation to the contents of this Announcement or any transaction or
arrangement referred to herein.

If you are in any doubt about the action you should take, you are recommended to
seek your own personal financial advice immediately from your stockbroker, bank
manager, solicitor, accountant or other independent financial adviser authorised
under the Financial Services and Market Act 2000 if you are resident in the
United Kingdom or, if not, from another appropriately authorised independent
financial adviser.

END

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