RNS Number:8770L
Schroder Investment Management Ltd
03 June 2003

                                                                      FORM SAR 3

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

Date of disclosure:     03/06/03

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

Date of acquisition     23/05/03

Acquisition in          Swan Hill Group PLC

  (1)     Class of voting shares    Number of shares/rights over       If rights over shares acquired, as
          (e.g. ordinary shares)    shares acquired                    opposed to the shares themselves,
                                                                       specify nature of rights

   10p ordinary shares                             25,000 shares

                                                          rights


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


    12,536,798 ( 21.020%)                                                     ( 21.020%)




(3)     Party making disclosure     Schroder Investment Management Limited

                                                      
        (4)  (a)     Name of person acquiring         Schroder Investment Management Limited on behalf of
        shares or rights over shares and, if          institutional clients on a non-beneficial basis
        different, beneficial owner


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


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

(Also print name of signatory)     Alison Dunn

Telephone and extension number     020 7658 2962 (Direct line)

                          ___________________________

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, Tel. No.: 020
7638 0129


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