WATT Wt Batterymetal

RNS No 1856v
WATTS BLAKE BEARNE & COMPANY PLC
5th February 1999


PART ONE

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

                        S.C.R.-SIBELCO S.A.
------------------------------------------------------------------
                             --------
  UNCONDITIONAL RECOMMENDED CASH OFFERS FOR WATTS BLAKE BEARNE &
                            COMPANY PLC
                                 

Summary of the Offers
---------------------

*         The boards of Sibelco and Watts Blake Bearne announce
          that they have agreed the terms of unconditional
          recommended cash offers, to be made by Lazard Brothers
          on behalf of Sibelco or one of its wholly owned
          subsidiaries, for the whole of the issued and to be
          issued ordinary and preference share capital of Watts
          Blake Bearne not already owned by Sibelco.

*         The Ordinary Offer will be 500 pence in cash for each
          Watts Blake Bearne Ordinary Share, valuing the whole of
          the issued ordinary share capital of Watts Blake Bearne
          at approximately GBP105.2 million and the issued Watts
          Blake Bearne Ordinary Shares not already owned by
          Sibelco at approximately GBP48.3 million.

*         The Ordinary Offer represents a premium of 30.7 per
          cent. to the Closing Middle Market Price of 382.5 pence
          per Watts Blake Bearne Ordinary Share on 15th January,
          1999, the last business day prior to the announcement
          that Watts Blake Bearne was in discussions with Sibelco
          which may or may not lead to an offer by Sibelco or one
          of its subsidiaries for the outstanding Watts Blake
          Bearne Ordinary Shares not already owned by Sibelco at a
          price of 500 pence per Watts Blake Bearne Ordinary Share
          in cash.

*         The Preference Offer will be 100 pence in cash for each
          Watts Blake Bearne Preference Share.

*         Sibelco currently owns 11,386,824 Watts Blake Bearne
          Ordinary Shares, representing approximately 54.1 per
          cent. of the issued ordinary share capital of Watts
          Blake Bearne.

*         Sibelco has received irrevocable undertakings from the
          Independent Directors of Watts Blake Bearne and certain
          other shareholders to accept the Offers in respect of a
          total of 5,384,435 Watts Blake Bearne Ordinary Shares,
          representing 25.6 per cent. of Watts Blake Bearne's
          issued ordinary share capital, and a total of 109,389
          Watts Blake Bearne Preference Shares, representing 74.9
          per cent. of Watts Blake Bearne's issued preference
          share capital.

Commenting on the Offers, Stanislas Emsens, Chairman of Sibelco,
said:

'As Watts Blake Bearne's major shareholder over the past five
years, Sibelco has been fully supportive of Watts Blake Bearne in
the pursuit of its strategic objectives.  We look forward to
working closely with Watts Blake Bearne's management team and
employees in the on-going drive to build and develop Watts Blake
Bearne's activities within the enlarged Sibelco Group.'

Michael Beckett, Chairman of Watts Blake Bearne, said:

"The board of Watts Blake Bearne is pleased to be able to
recommend the offers from Sibelco, which deliver value to all
shareholders.  The combination of Sibelco and Watts Blake Bearne
has considerable industrial logic, which will benefit both
customers and our employees who will have an excellent opportunity
to progress within the enlarged group.  We very much look forward,
therefore, to playing a full part in the enlarged group's future
success".

This summary should be read in conjunction with the full text of
this press release.

Enquiries
---------

Lazard Brothers & Co., Limited          0171 588 2721
------------------------------

John Dear
Etienne Bottari

Watts Blake Bearne
------------------

Michael Beckett                         0171 379 1000
Graham Lawson                           01626 332 345

Dresdner Kleinwort Benson               0171 623 8000
-------------------------

Rosalind Hedley-Miller

Lazard Brothers, which is regulated in the United Kingdom by the
Securities and Futures Authority Limited, is acting for Sibelco
and for no one else in connection with the Offers and will not be
responsible to anyone other than Sibelco for providing the
protections afforded to customers of Lazard Brothers nor for
giving advice in relation to the Offers.

Dresdner Kleinwort Benson, which is regulated in the United
Kingdom by the Securities and Futures Authority Limited, is acting
for Watts Blake Bearne and for no one else in connection with the
Offers and will not be responsible to anyone other than Watts
Blake Bearne for providing the protections afforded to customers
of Dresdner Kleinwort Benson nor for giving advice in relation to
the Offers.

The Offers will not be made, directly or indirectly, in or into
the United States, Canada or Japan.

MORE TO FOLLOW

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