STANBIC - PROPOSED DISPOSAL

STANDARD BANK INVESTMENT CORPORATION LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 1969/017128/06)
("STANBIC")

PROPOSED DISPOSAL OF INTERESTS IN LIBERTY INTERNATIONAL PLC

THE BOARD OF STANBIC HAS NOTED THE PUBLIC ADVERTISEMENTS RECENTLY PLACED BY
LIBERTY INTERNATIONAL PLC ("LIBERTY INTERNATIONAL") URGING STANBIC SHAREHOLDERS
TO VOTE IN FAVOUR OF AN ADJOURNMENT OF THE GENERAL MEETING OF STANBIC

SHAREHOLDERS CONVENED FOR THURSDAY, 6 JULY 2000 (THE "STANBIC MEETING") TO
CONSIDER AN ORDINARY RESOLUTION TO APPROVE THE SALE OF 26,658,023 LIBERTY
INTERNATIONAL SHARES (THE "STANBIC SHARES") BY STANBIC TO THE BRITISH LAND
COMPANY PLC ("BRITISH LAND").  THE PASSING OF THIS RESOLUTION IS A CONDITION TO
THE SALE OF BOTH THE STANBIC SHARES AND 66,841,977 SHARES IN LIBERTY

INTERNATIONAL OWNED BY LIBERTY GROUP LIMITED ("LIBERTY")(TOGETHER THE "SALE
SHARES") TO BRITISH LAND PURSUANT TO AN AGREEMENT DATED 2 JUNE 2000.

THE BOARD OF STANBIC HAS ALSO NOTED THE ANNOUNCEMENT MADE BY LIBERTY

INTERNATIONAL ON 28 JUNE 2000 CONFIRMING ITS INTENTION TO SEEK THE APPROVAL OF
ITS SHAREHOLDERS FOR A COMPETING OFFER TO PURCHASE THE SALE SHARES FROM STANBIC
AND LIBERTY FOR 575 PENCE PER SHARE (THE "REPURCHASE PROPOSAL") AND STATING ITS
INTENTION TO PAY AN INTERIM DIVIDEND OF 10.25 PENCE PER SHARE TO WHICH, LIBERTY
INTERNATIONAL HAS STATED, STANBIC AND LIBERTY WOULD BE ENTITLED CONDITIONAL ON
THE SALE SHARES BEING ACQUIRED BY LIBERTY INTERNATIONAL.  ON 30 JUNE 2000
LIBERTY INTERNATIONAL ISSUED A CIRCULAR (THE "LIBERTY CIRCULAR") TO ITS
SHAREHOLDERS TO CONVENE AN EXTRAORDINARY GENERAL MEETING FOR 24 JULY 2000 FOR
THE PURPOSE, INTER ALIA, OF APPROVING THE REPURCHASE PROPOSAL.  THE CIRCULAR
CONTAINS THE PROPOSED TERMS OF AN AGREEMENT (THE "REPURCHASE AGREEMENT") TO BE
ENTERED INTO BETWEEN LIBERTY INTERNATIONAL, STANBIC AND LIBERTY TO EFFECT THE
REPURCHASE PROPOSAL.  IN ADDITION, THE LIBERTY CIRCULAR CONFIRMS THAT IN THE
EVENT THE REPURCHASE PROPOSAL IS EFFECTED, STANBIC AND LIBERTY WILL BENEFIT
FROM THE INTERIM DIVIDEND OF 10.25 PENCE PER SHARE.

THE BOARD OF STANBIC BELIEVES IT IS APPROPRIATE TO SET OUT FOR SHAREHOLDERS THE
KEY TERMS OF THE AGREEMENT WITH BRITISH LAND AND THE LATEST COMPETING PROPOSAL
MADE BY LIBERTY INTERNATIONAL.
THE AGREEMENT WITH BRITISH LAND

UNDER THE TERMS OF THE AGREEMENT WITH BRITISH LAND THE CONSIDERATION FOR THE
SALE SHARES IS TO BE PAID IN A COMBINATION OF GBP 281,332,466 IN CASH AND
51,759,452 BRITISH LAND SHARES (THE "CONSIDERATION SHARES").  BASED ON BRITISH
LAND'S SHARE PRICE OF 405 PENCE AT THE CLOSE OF BUSINESS ON 30 JUNE 2000 THE
VALUE OF THE CONSIDERATION SHARES WOULD BE EQUAL TO GBP 209,625,780, RESULTING
IN A TOTAL VALUE OF GBP 490,958,246 (EQUIVALENT TO 525.1 PENCE PER SALE SHARE)
OF WHICH GBP 139,978,355 WOULD BE ATTRIBUTABLE TO STANBIC AND GBP 350,979,891
WOULD BE ATTRIBUTABLE TO LIBERTY.  BRITISH LAND AT ITS DISCRETION MAY ELECT TO
PAY CASH OF 450 PENCE PER CONSIDERATION SHARE INSTEAD OF ISSUING ALL OR PART OF
THE CONSIDERATION SHARES.  IF BRITISH LAND WERE TO ELECT TO PAY ENTIRELY IN
CASH THE CONSIDERATION WOULD AMOUNT TO GBP 514,250,000 CASH (EQUIVALENT TO 550
PENCE PER SALE SHARE) OF WHICH GBP 146,619,127 WOULD BE ATTRIBUTABLE TO STANBIC
AND GBP 367,630,873 WOULD BE ATTRIBUTABLE TO LIBERTY.  AT THE DATE OF THIS
ANNOUNCEMENT BRITISH LAND HAS NOT EXERCISED THIS ELECTION BUT MAY DO SO AT ANY
TIME PRIOR TO COMPLETION OF THE SALE OF THE SALE SHARES.

THE AGREEMENT WITH BRITISH LAND PROVIDES FOR A BREAK FEE TO BE PAYABLE TO
BRITISH LAND IN CERTAIN CIRCUMSTANCES.  THESE CIRCUMSTANCES INCLUDE A SITUATION
WHERE BOTH (I) THE STANBIC SHAREHOLDERS DO NOT, BY 7 SEPTEMBER 2000, PASS A
RESOLUTION APPROVING THE TRANSACTION; AND (II) ON OR PRIOR TO 9 OCTOBER 2000
STANBIC AND / OR LIBERTY AGREE TO SELL MORE THAN 25% OF THE SALE SHARES TO A
THIRD PARTY.
THE COMPETING PROPOSAL FROM LIBERTY INTERNATIONAL

UNDER THE REPURCHASE PROPOSAL THE SALE SHARES WOULD BE ACQUIRED BY LIBERTY
INTERNATIONAL FOR 575 PENCE PER SHARE IN CASH RESULTING IN A TOTAL

CONSIDERATION OF GBP 537,625,000.  INCLUDING THE INTERIM DIVIDEND THE TOTAL
AMOUNT RECEIVABLE BY STANBIC AND LIBERTY WOULD INCREASE TO GBP 547,208,750
(EQUIVALENT TO 585.25 PENCE PER SALE SHARE) OF WHICH GBP 156,016,080 WOULD BE
ATTRIBUTABLE TO STANBIC AND GBP 391,192,670 WOULD BE ATTRIBUTABLE TO LIBERTY.
SHOULD THE BREAK FEE BE PAYABLE THE AMOUNT RECEIVABLE BY STANBIC AND LIBERTY
WOULD BE REDUCED.  BASED ON THE OFFER FROM LIBERTY INTERNATIONAL TO PURCHASE
THE SALE SHARES FOR 575 PENCE PER SHARE, AND ASSUMING THE PROPOSED DIVIDEND
WOULD NOT BE TAKEN INTO ACCOUNT IN DETERMINING THE BREAK FEE, THE BREAK FEE
WOULD AMOUNT TO GBP 14,675,000 (EQUIVALENT TO 15.7 PENCE PER SALE SHARE) OF
WHICH GBP 4,184,027 WOULD BE PAYABLE BY STANBIC AND GBP 10,490,973 WOULD BE
PAYABLE BY LIBERTY.  IN THIS EVENT THE AMOUNT RECEIVABLE BY STANBIC AND LIBERTY
WOULD BE REDUCED TO GBP 532,533,750 (EQUIVALENT TO 569.6 PENCE PER SALE SHARE)
OF WHICH GBP 151,832,053 WOULD BE ATTRIBUTABLE TO STANBIC AND GBP 380,701,697
TO LIBERTY.  IF THE PROPOSED DIVIDEND WERE TO BE TAKEN INTO ACCOUNT IN
DETERMINING THE BREAK FEE, THE BREAK FEE WOULD AMOUNT TO GBP 16,591,750
(EQUIVALENT TO 17.7 PENCE PER SALE SHARE) OF WHICH GBP 4,730,516 WOULD BE
PAYABLE BY STANBIC AND GBP 11,861,234 WOULD BE PAYABLE BY LIBERTY.  IN THIS
EVENT THE AMOUNT RECEIVABLE BY STANBIC AND LIBERTY WOULD BE REDUCED TO GBP
530,617,000 (EQUIVALENT TO 567.5 PENCE PER SALE SHARE) OF WHICH GBP 151,285,564
WOULD BE ATTRIBUTABLE TO STANBIC AND GBP 379,331,436 TO LIBERTY. ALTHOUGH IT IS
CLEAR FROM THE LIBERTY CIRCULAR THAT THE REPURCHASE PROPOSAL WOULD NOT NOW
REQUIRE COURT APPROVAL, IT IS STILL SUBJECT TO THE PASSING OF A SPECIAL
RESOLUTION BY LIBERTY INTERNATIONAL SHAREHOLDERS.  STANBIC AND LIBERTY WILL NOT
BE ENTITLED TO VOTE ANY OF THEIR LIBERTY INTERNATIONAL SHARES ON THIS SPECIAL
RESOLUTION.  LIBERTY INTERNATIONAL WILL THEREFORE REQUIRE 75% OF THE REMAINING
SHAREHOLDERS PRESENT AT THE MEETING IN PERSON OR BY PROXY TO VOTE IN FAVOUR OF
THE REPURCHASE PROPOSAL.

SHAREHOLDERS SHOULD NOTE THAT EVEN IF LIBERTY INTERNATIONAL SHAREHOLDERS VOTE
TO APPROVE THE REPURCHASE PROPOSAL THERE IS NO LEGALLY BINDING OBLIGATION UPON
LIBERTY INTERNATIONAL TO ENTER INTO THE REPURCHASE AGREEMENT.  IT WOULD
THEREFORE REMAIN OPEN TO LIBERTY INTERNATIONAL NOT TO PROCEED WITH THE
REPURCHASE PROPOSAL, NOTWITHSTANDING ITS SHAREHOLDERS' APPROVAL.  CONSEQUENTLY,
THE REPURCHASE PROPOSAL REMAINS SUBJECT TO UNCERTAINTY.
POTENTIAL ADJOURNMENT OF THE STANBIC MEETING

RECENT ADVERTISEMENTS PLACED BY LIBERTY INTERNATIONAL URGE THE SHAREHOLDERS OF
STANBIC TO VOTE FOR AN ADJOURNMENT OF THE STANBIC MEETING.  THE ADVERTISEMENTS
STATE: "STANBIC WILL ONLY BE ABLE TO CONSIDER LIBERTY INTERNATIONAL'S OFFER ON
AN UNCONDITIONAL BASIS IF THE STANBIC GENERAL MEETING IS ADJOURNED UNTIL AFTER
24 JULY".  24 JULY 2000 IS THE EXPECTED DATE OF LIBERTY INTERNATIONAL'S
SHAREHOLDER MEETING TO CONSIDER A RESOLUTION TO APPROVE THE REPURCHASE PROPOSAL
THE BOARD OF STANBIC HAS RECEIVED LEGAL ADVICE THAT:

* ANY MEMBER OF THE COMPANY WHO IS PRESENT OR REPRESENTED AND ENTITLED TO VOTE
AT THE STANBIC MEETING WILL BE ENTITLED TO PROPOSE A MOTION TO ADJOURN THE
MEETING;

* IN ORDER THAT SUCH A MOTION BE CARRIED, IT WOULD BE REQUIRED THAT:

(I) A MAJORITY OF THE MEMBERS PRESENT IN PERSON OR BY PROXY AND ENTITLED TO
VOTE, OR (II) MORE THAN HALF OF THE ISSUED SHARE CAPITAL OF STANBIC REPRESENTED
AT THE MEETING HELD BY MEMBERS PRESENT IN PERSON OR BY PROXY AND ENTITLED TO
VOTE, VOTE IN FAVOUR OF SUCH MOTION;

* AN ADJOURNMENT WOULD NOT CAUSE THE AGREEMENT WITH BRITISH LAND TO LAPSE OR IN
ITSELF CAUSE THE BREAK FEE TO BE TRIGGERED (ALTHOUGH THE BREAK FEE WOULD
SUBSEQUENTLY BE TRIGGERED IF ON OR PRIOR TO 9 OCTOBER 2000 STANBIC AND / OR
LIBERTY AGREE TO SELL MORE THAN 25% OF THE SALE SHARES TO LIBERTY INTERNATIONAL
OR TO ANY OTHER THIRD PARTY).

IF THE STANBIC MEETING IS ADJOURNED UNTIL AFTER THE DATE OF THE LIBERTY
INTERNATIONAL SHAREHOLDERS' MEETING, IT IS POSSIBLE THAT BY THE DATE OF THE
ADJOURNED MEETING THE UNCERTAINTY OF THE REPURCHASE PROPOSAL MAY HAVE BEEN
REMOVED, THEREBY ALLOWING STANBIC'S SHAREHOLDERS A BETTER OPPORTUNITY TO
CONSIDER ITS MERITS.

IF THE STANBIC MEETING IS NOT ADJOURNED THE RESOLUTION TO APPROVE THE AGREEMENT
WITH BRITISH LAND WILL BE PUT TO THE VOTE.  IN SUCH EVENT, GIVEN THE CURRENT
UNCERTAINTY OF THE REPURCHASE PROPOSAL, THE BOARD OF STANBIC WOULD RECOMMEND
ITS SHAREHOLDERS TO APPROVE THE DISPOSAL OF THE STANBIC SHARES TO BRITISH LAND.
THE BOARD OF STANBIC WILL CONTINUE TO KEEP SHAREHOLDERS INFORMED OF ANY FURTHER
MATERIAL DEVELOPMENTS.
JOHANNESBURG
3 JULY 2000
MERCHANT BANK IN THE UK
STANDARD BANK LONDON LIMITED
REGISTRATION NUMBER 2130447

REGULATED BY THE SECURITIES AND FUTURES AUTHORITY LTD
MEMBER OF THE LONDON STOCK EXCHANGE
MERCHANT BANK IN SOUTH AFRICA
SCMB
STANDARD CORPORATE AND MERCHANT BANK

(A DIVISION OF THE STANDARD BANK OF SOUTH AFRICA LIMITED)
(REGISTRATION NUMBER 1962/000738/06)
ADVISERS TO STANBIC
JP MORGAN
UK SOLICITORS
HERBERT SMITH
ATTORNEYS IN SOUTH AFRICA
BOWMAN GILFILLAN INC.
(REGISTRATION NUMBER 1998/021409/21)
SPONSORING BROKERS
STANDARD EQUITIES (PROPRIETARY) LIMITED
(REGISTRATION NUMBER 1972/008305/07)
(MEMBER OF THE JOHANNESBURG STOCK EXCHANGE)
DEUTSCHE BANK SECURITIES (PTY) LTD
(REGISTRATION NUMBER 1973/006709/07)
(MEMBER OF THE JOHANNESBURG STOCK EXCHANGE)
SPONSORING BROKER TO STANBIC IN NAMIBIA
HSBC
PHILLIP JA VAN HEERDEN
MEMBER OF THE NAMIBIAN STOCK EXCHANGE
TRADING AS
HSBC SECURITIES (NAMIBIA) (PTY) LIMITED
REG. NO. 95/505