Offer Update

    NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO 
OR FROM THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER 
JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT 
LAWS OF SUCH JURISDICTION.

                                                                22 January 2008

                            Recommended Cash Offer                             

                                      by                                       

                                  Arriva plc                                   

    for the whole of the issued and to be issued ordinary share capital of     

                       Tellings Golden Miller Group plc 

                       

Compulsory acquisition of Tellings Golden Miller Shares

On 20 December 2007, the Boards of Arriva and Tellings Golden Miller announced
the terms of a recommended cash offer to be made by Arriva to acquire the
entire issued and to be issued ordinary share capital of Tellings Golden Miller
at a price of 45 pence in cash for each Tellings Golden Miller Share. The Offer
Document setting out the full terms and conditions of the Offer was posted to
Tellings Golden Miller Shareholders on 21 December 2007.

On 11 January 2008, the Board of Arriva declared the Offer unconditional in all
respects and at the same time also confirmed that, as valid acceptances had
been received in respect of more than 90 per cent. in value of the Tellings
Golden Miller Shares to which the Offer related and more than 90 per cent. of
the voting rights carried by those shares, it intended to use the procedure set
out in sections 979 to 982 (inclusive) of the Companies Act 2006 to acquire
compulsorily, on the same terms as the Offer, any outstanding Tellings Golden
Miller Shares in respect of which the Offer had not been accepted.

The Board of Arriva now announces that it has initiated the compulsory
acquisition procedure under the Companies Act 2006 and has today posted formal
notices pursuant to section 980(1) of the Companies Act 2006 to all Tellings
Golden Miller Shareholders who have not yet accepted the Offer. Tellings Golden
Miller Shareholders who have neither accepted the Offer by 4 March 2008 nor
made an application to court under section 986 of the Companies Act 2006 by
that date will have their Tellings Golden Miller Shares transferred to Arriva
pursuant to the compulsory acquisition procedure under the Companies Act 2006.

The board of Arriva announces that the Offer will remain open for acceptance
until further notice. At least 14 days' written notice will be given by an
announcement to Tellings Golden Miller Shareholders who have not accepted the
Offer before the Offer is closed.

As announced on 15 January 2008, Arriva has procured the making of an
application by Tellings Golden Miller to the London Stock Exchange for the
cancellation of admission to trading of Tellings Golden Miller Shares on AIM
which will take effect on 12 February 2008.

Tellings Golden Miller Shareholders who hold Tellings Golden Miller Shares in
certificated form and who have not accepted the Offer and wish to do so should
complete the Form of Acceptance in accordance with the instructions printed on
it and return it together with their share certificate(s) or other document(s)
of title as soon as possible, so as to be received by post to Computershare
Investor Services PLC, Corporate Actions Projects, Bristol BS99 6AH or (during
normal business hours only) by hand to Computershare Investor Services PLC at
The Pavilions, Bridgwater Road, Bristol BS13 8AE.

Tellings Golden Miller Shareholders who hold Tellings Golden Miller Shares in
uncertificated form (that is, in CREST) and who have not accepted the Offer and
wish to do so must make their acceptance electronically through CREST so that
the TTE instruction settles as soon as possible.

All Tellings Golden Miller Shareholders who have any queries relating to the
procedure for acceptance of the Offer or who have not received the Offer
Document or Form of Acceptance should contact Computershare Investor Services
PLC on 0870 707 1341 or, from outside the UK, on [phone].

Settlement of the consideration to which any Tellings Golden Miller Shareholder
is entitled under the Offer will be effected by the despatch of cheques or the
crediting of CREST accounts (as applicable) (i) in the case of acceptances,
complete in all respects, received by 11 January 2008, the first closing date
of the Offer, by no later than 25 January 2008; or (ii) in the case of
acceptances received, complete in all respects, after 11 January 2008 but while
the Offer remains open for acceptance, within 14 days of such receipt. Tellings
Golden Miller Shareholders will not receive the consideration due to them
unless they validly complete and return a form of Acceptance, submit an
electronic acceptance through CREST or the compulsory acquisition procedure
under the Companies Act 2006 is completed in its entirety.

The Offer remains subject to the terms set out in the Offer Document.

Terms defined in the Offer Document shall have the same meanings in this
announcement. The terms `acting in concert' and `relevant securities' have the
same meanings as in the Code.


Enquiries:

Arriva                                                          0191 520 4000
                                                                             
David Martin                                                                 
                                                                             
Steve Lonsdale                      
                                         

Rothschild (Financial Adviser to Arriva)                        0113 200 1900
                                                                             
David Forbes                                                                 
                                                                             
Stephen Moore   
                                                             

Tulchan Communications (PR advisers to Arriva)                  020 7353 4200
                                                                             
Stephen Malthouse                                                            
                                                                             
David Trenchard                             
                                 

Tellings Golden Miller                                          020 8757 4700
                                                                             
Stephen Telling                              
                                

CFA (Financial Adviser to Tellings Golden Miller)               020 7492 4777
                                                                             
Tony Rawlinson                                                               
                                                                             
Simon Sacerdoti                                       

                       

N M Rothschild & Sons Limited, which is authorised and regulated by the
Financial Services Authority in the United Kingdom, is acting exclusively for
Arriva and no one else in relation to the Offer and will not be responsible to
anyone other than Arriva for providing the protections afforded to clients of N
M Rothschild & Sons Limited nor for providing advice in relation to the Offer
or any other matters referred to in this announcement.

City Financial Associates Limited, which is authorised and regulated by the
Financial Services Authority in the United Kingdom, is acting exclusively for
Tellings Golden Miller and no one else in relation to the Offer and will not be
responsible to anyone other than Tellings Golden Miller for providing the
protections afforded to clients of City Financial Associates Limited nor for
providing advice in relation to the Offer or any other matters referred to in
this announcement.

This announcement does not constitute an offer to sell or an invitation or
solicitation to purchase or subscribe for any securities. Any acceptance or
other response in relation to the Offer should be made only on the basis of the
information contained in the Offer Document and, in the case of Tellings Golden
Miller Shares held in certificated form, the Form of Acceptance.

The making of the Offer in jurisdictions outside the United Kingdom or to
Overseas Shareholders or to nominees of or trustees for Overseas Shareholders
may be prohibited or affected by the laws or regulatory requirements of the
relevant overseas jurisdictions. Such Overseas Shareholders should inform
themselves about and observe any applicable legal requirements of such
jurisdictions. It is the responsibility of any Overseas Shareholder wishing to
accept the Offer to satisfy himself as to the full observance of the laws and
regulatory requirements of the relevant jurisdiction in connection therewith,
including the obtaining of any governmental, exchange control or other consents
which may be required, compliance with other formalities needing to be observed
and the payment of any issue, transfer or other taxes or duties or requisite
payments due in such jurisdiction. Any such Overseas Shareholder will be
responsible for payment of any such issue, transfer or other taxes, duties or
other requisite payments due in such jurisdiction by whomsoever payable, and
Arriva (and any person acting on its behalf) shall be entitled to be fully
indemnified and held harmless by such Overseas Shareholder for any such issue,
transfer or other taxes or duties or other requisite payments as Arriva (or any
person acting on its behalf) may be required to pay.

This announcement is not an offer of securities for sale or purchase in the
United States, Canada, Australia, Japan or any Restricted Jurisdiction. The
Offer will not be made, directly or indirectly, in or into, or by use of the
mails of, or by any means or instrumentality (including, but not limited to,
facsimile transmission or other electronic transmission, telex or telephone) of
interstate or foreign commerce of, or any facilities of a national, local or
other securities exchange of, the United States, Canada, Australia, Japan or
any Restricted Jurisdiction, and the Offer cannot be accepted and will not be
capable of acceptance by any such use, means, instrumentality or facilities
from or within the United States, Canada, Australia, Japan or any Restricted
Jurisdiction. Accordingly, copies of this announcement are not being, and must
not be, mailed or otherwise distributed or sent in or into or from the United
States, Canada, Australia, Japan or any Restricted Jurisdiction.

Any person (including, without limitation, nominees, trustees or custodians)
who is an overseas person or who would, or otherwise intends to, forward this
document, the Offer Document, the Form of Acceptance or any related document to
any jurisdiction outside the United Kingdom or to any overseas person should
seek appropriate advice before taking any action.

Dealing Disclosure Requirements

Under the provisions of Rule 8.3 of the City Code, if any person is, or
becomes, "interested" (directly or indirectly) in 1 per cent. or more of any
class of "relevant securities" of Tellings Golden Miller, all "dealings" in any
"relevant securities" of Tellings Golden Miller (including by means of an
option in respect of, or a derivative referenced to, any such "relevant
securities") must be publicly disclosed by no later than 3.30 pm (London time)
on the London business day following the date of the relevant transaction. This
requirement will continue until the date on which the Offer becomes, or is
declared, unconditional as to acceptances, lapses or is otherwise withdrawn or
on which the "offer period" otherwise ends. If two or more persons act together
pursuant to an agreement or understanding, whether formal or informal, to
acquire an "interest" in "relevant securities" of Tellings Golden Miller, they
will be deemed to be a single person for the purpose of Rule 8.3.

Under the provisions of Rule 8.1 of the City Code, all "dealings" in "relevant
securities" of Tellings Golden Miller by Arriva or Tellings Golden Miller, or
by any of their respective "associates", must be disclosed by no later than
12.00 noon (London time) on the London business day following the date of the
relevant transaction.

A disclosure table, giving details of the companies in whose "relevant
securities" "dealings" should be disclosed, and the number of such securities
in issue, can be found on the Panel's website at www.thetakeoverpanel.org.uk.

"Interests in securities" arise, in summary, when a person has long economic
exposure, whether conditional or absolute, to changes in the price of
securities. In particular, a person will be treated as having an "interest" by
virtue of the ownership or control of securities, or by virtue of any option in
respect of, or derivative referenced to, securities.

Terms in quotation marks are defined in the City Code, which can also be found
on the Panel's website. If you are in any doubt as to whether or not you are
required to disclose a "dealing" under Rule 8, you should consult the Panel.



END