RNS Number:2765O
Holmes Place PLC
04 August 2003


04 August 2003



Not for release, publication or distribution in or into the United States of
America, Canada, The Republic of Ireland, Australia or Japan.

Holmes Place PLC
Recommended Offer by N M Rothschild & Sons Limited on behalf of Health Club
Group plc for Holmes Place PLC

Delisting


The Offer made by N M Rothschild & Sons Limited on behalf of Health Club Group
plc for the issued, and to be issued, share capital of Holmes Place PLC (the
terms and conditions of which are set out in the Offer Document posted on 22 May
2003) was declared unconditional in all respects on 9 July 2003.



On 9 July 2003, the Company also announced its intention to cancel the listing
of its shares on the Official List of the UK Listing Authority and to cancel the
trading of such shares on the London Stock Exchange's market for listed
securities.



It is expected that the cancellation of the listing of the Holmes Place Shares
on the Official List and the trading of such shares on the London Stock Exchange
will take effect on or around 7 August 2003.





Press Enquiries:

Hudson Sandler
Wendy Baker                                                      020 7710 8917

Rothschild
Avi Goldberg                                                     020 7280 5000
Alex Midgen                                                      020 7280 5000




Definitions used in the Offer Document dated 22 May 2003 apply also to this
announcement unless the context otherwise requires.



This announcement is not intended to and does not constitute, or form part of,
an Offer or an invitation to purchase or subscribe for any securities.



The availability of the Offer to persons not resident in the United Kingdom may
be affected by the laws of the relevant jurisdiction. The Offer (including the
Unit Alternative) is not being made, directly or indirectly, in or into or by
the use of the mails of, or by any means or instrumentality (including, without
limitation, telephonically or electronically) of interstate or foreign commerce
of, or any facilities of a national securities exchange of, the United States,
Canada, the Republic of Ireland, Australia or Japan and the Offer will not be
capable of acceptance by any such use, means, instrumentality or facility, or
from within any of those countries.



The Institutional Units, comprising HC Group DDBs and HC Holdings 'B' Ordinary
Shares, to be issued pursuant to the Offer, if any, have not been, and will not
be, registered under the United States Securities Act of 1933 (as amended) nor
under the securities laws of any state or other jurisdiction of the United
States, Canada, the Republic of Ireland, Australia or Japan, the relevant
clearances have not been, nor will they be, obtained from the securities
commission of any province or territory of Canada; no prospectus has been lodged
with, or registered by the Australian Securities and Investments Commission or
the Japanese Ministry of Finance. Accordingly, unless an exemption from the
relevant laws is available, the Institutional Units, comprising HC Group DDBs
and HC Holdings 'B' Ordinary Shares, may not be offered, sold, resold, or
delivered or transferred, directly or indirectly, in or into the United States
or to, or for the account or benefit of, US persons, or in or into Canada, the
Republic of Ireland, Australia or Japan.



N M Rothschild & Sons Limited, which is regulated in the United Kingdom by the
Financial Services Authority, is acting exclusively for Holmes Place PLC and the
Health Club Group and is acting for no one else in connection with the Offer and
will not be responsible to anyone other than Holmes Place PLC and the Health
Club Group for providing the protections afforded to clients of N M Rothschild &
Sons Limited or for giving advice in relation to the Offer.



The Directors of Holmes Place PLC, being Ian Burke, Allan Fisher and Lee
Ginsberg, accept responsibility for the information contained in this
advertisement, and to the best of their knowledge and belief, having taken all
reasonable care to ensure that such is the case, such information is in
accordance with the facts and does not omit anything likely to affect the import
of such information.








                      This information is provided by RNS
            The company news service from the London Stock Exchange
END

STRUUUGURUPWURC