RNS Number:0481O
Holmes Place PLC
28 July 2003

28 July 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

Circular Posted to Shareholders

Holmes Place PLC announces that it has today posted a circular to current Holmes
Place Shareholders.

A copy of the above circular has been submitted to the UK Listing Authority and
will shortly be available for inspection at the UK Listing Authority's Document
Viewing Facility, which is situated at:



Financial Services Authority
25 The North Colonnade
Canary Wharf
London
E14 5HS

Tel. no. 020 7676 1000

Documents will normally be available for inspection within six normal business
hours of this notice being given.



Holmes Place Shareholders who wish to accept the Offer, and who have not done
so, should complete their form(s) of acceptance, in accordance with the
instructions printed thereon, whether or not their Holmes Place Shares are in
CREST, and return them, as soon as possible, and in any event, so as to be
received by post or during normal business hours by hand to the receiving agents
to the Offer, Capita IRG Plc at PO Box 166, The Registry, 34 Beckenham Road,
Beckenham, Kent BR3 4TH. Additional forms of acceptance are available from
Capita IRG Plc, by telephoning 0870 162 3100 (if calling from within the UK) or
+44 208 639 2157 (if calling from overseas).



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
announcement, 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

CIRILFIDDVITFIV