RNS Number:6288O
British Biotech PLC
13 August 2003


For immediate release                                           13 August 2003



NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO THE
        UNITED STATES, BELGIUM, CANADA, AUSTRALIA, SOUTH AFRICA OR JAPAN

                    BRITISH BIOTECH PLC ("BRITISH BIOTECH")

   RESULT OF EXTRAORDINARY GENERAL MEETING IN CONNECTION WITH THE MERGER WITH
                        VERNALIS GROUP PLC ("VERNALIS")

The Directors of British Biotech are pleased to announce that the shareholders
of British Biotech unanimously passed all the resolutions that were proposed at
today's Extraordinary General Meeting. In particular, the resolution relating to
the offer by J.P. Morgan plc on behalf of British Biotech for the entire issued
and to be issued share capital of Vernalis (the "Offer") was duly passed.

The first closing date of the Offer is Monday, 18 August 2003. Vernalis
shareholders are reminded that acceptances of the Offer should be returned as
soon as possible and in any event so as to be received by the receiving agent,
Capita IRG Plc, by no later than 3.00 p.m. on that day.


Enquiries:

British Biotech plc +44 (0) 1865 781 166

Dr Peter Fellner, Chairman

Simon Sturge, Chief Executive

Tony Weir, Finance Director


JPMorgan +44 (0) 20 7777 2000

Julian Oakley


Brunswick Group +44 (0) 20 7404 5959

Jon Coles



J.P. Morgan plc, which is regulated in the UK by the Financial Services
Authority, is acting exclusively as financial adviser to British Biotech in
relation to the Merger and as sponsor to British Biotech in connection with the
listing of the New British Biotech Shares pursuant to the Merger. J.P. Morgan
plc is acting for no one else in connection with the Merger and listing of the
New British Biotech Shares on the Official List and their admission to trading
on the London Stock Exchange's market for listed securities and will not be
responsible to anyone other than British Biotech for providing advice in
relation to the proposed listing or Admission or any transaction or arrangement
referred to in this document.

This announcement does not constitute the solicitation of any vote or approval
in any jurisdiction.

Documents relating to the Merger must not be mailed or otherwise forwarded,
distributed or sent in or into the United States, Belgium, Australia, Canada,
South Africa or Japan and persons receiving such documents (including
custodians, nominees and trustees) must not distribute or send them in, into or
from such jurisdictions. Doing so may render invalid any purported acceptance of
the Offer. All persons (including nominees, trustees and custodians) who would
or otherwise intend to, or may have a contractual or legal obligation to,
forward this announcement or any documents relating to the Merger to any
jurisdiction outside the United Kingdom should refrain from doing so and seek
appropriate professional advice before taking any action.

This announcement does not constitute, or form part of, any offer or invitation
to sell, or any solicitation of any offer to purchase any securities in any
jurisdiction, nor shall it (or any part of it) or the fact of its distribution
form the basis of or be relied on in connection with, any contract therefor. The
Offer is not being made and will not be made directly or indirectly in, or by
use of the mails of, or by any means or instrumentality of interstate or foreign
commerce of, or any facilities of a national securities exchange of, the United
States of America. This includes, but is not limited to, facsimile transmission,
electronic mail, telex, telephone and the Internet. Accordingly, copies of this
announcement and any related offering documents are not being, and must not be,
mailed or otherwise transmitted or distributed in or into the United States of
America. Any purported acceptance of the Offer resulting directly or indirectly
from a violation of these restrictions will be invalid. No securities or other
consideration is being solicited and if sent in response by a resident of the
United States of America will not be accepted. No indications of interest in the
Offer are sought by this announcement.

This announcement is not an offer of securities for sale in the United States of
America. Securities may not be offered or sold in the United States of America
absent registration or an exemption from registration. The New British Biotech
Shares to be issued pursuant to the Offer have not been, and will not be,
registered under the United States Securities Act of 1933, as amended, or the
securities laws of any state or other jurisdiction of the United States, and may
not be offered, sold or delivered, directly or indirectly, in the United States
of America.

The release, publication or distribution of this announcement in certain
jurisdictions may be restricted by law and therefore persons in such
jurisdictions into which this announcement is released, published or distributed
should inform themselves about and observe such restrictions. Receipt of this
announcement will not constitute an offer in those jurisdictions in which it
would be illegal to make the Offer and in such circumstances it will be deemed
to have been sent for information purposes only.

Terms defined in the Offer Document dated 25 July 2003 have the same meaning in
this announcement, unless the context otherwise requires.




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