Conversion of Preference Shares

    FACES COSMETICS PLC                      

                        CONVERSION OF PREFERENCE SHARES                        

The Board of Faces Cosmetics plc (the "Company") announces that 58,828 preference 
shares have been converted into 58,828 ordinary shares, in accordance with the 
Company's articles of association. The new ordinary shares will rank pari passu 
with the existing ordinary shares in issue.

Application has been made for these new ordinary shares to be admitted to
trading on AIM and admission is expected to become effective on 21 November
2008.

In each quarterly period, commencing with the quarter beginning 1 February 2007
and ending with the quarter terminating on 31 July 2011, the holders of
preference shares may convert the preference shares held by them into an
equivalent number of ordinary shares subject to the quarterly maximum
conversion numbers set out in the table below:

Year commencing on 1 August                      Maximum number of preference
                                              shares that can be converted in
                                                                 each quarter
                                                                             
2008                                                                1,294,118
2009                                                                1,470,588
2010                                                                1,647,059

Following the receipt of a conversion notice, the Company may elect to redeem
all or some of the preference shares, the subject of that notice.

Any preference shares remaining unconverted on 1 August 2011 shall be subject
to automatic conversion into ordinary shares unless previously redeemed by the
Company.

If there is a general offer for all the ordinary shares which becomes
unconditional in all respects, all the preference shares remaining unconverted
or unredeemed shall be converted into ordinary shares.

Following the conversion of the preference shares, the issued share capital of
the Company will be as follows:

                      Ordinary Shares   Preference Shares                  
                                                                             
                          178,448,032          30,034,326                  


For further information please contact:

Ramesh Jolly  Chief Executive Officer    Faces Cosmetics plc           T: +1(905) 760 0110 Ext.112           
Liam Murray   Director                   Dowgate Capital Advisers Ltd  T: +44 (0) 20 7492 4777              
Aaron Smyth   Assistant Director         Dowgate Capital Advisers Ltd  T: +44 (0) 20 7492 4777        
Ian Callaway  Head of Corporate Broking  SVS Securities plc            T: +44 (0) 20 7638 5600   



END

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