For release at 0700 on Tuesday, 4th November 2003

                   Candover realises investment in Pandrol,                    

              giving a final exit from investment in Charter plc               

Candover*, a leading provider of equity for large European buyouts, announces
that it has sold Pandrol, the global leader in the design and manufacture of
rail track fastening and support systems, to Delachaux S.A., the French
engineering group, for a consideration of �165 million. The deal, which
completed on 3rd November, had been subject to approval from competition
authorities in the UK, France and Spain.

In 2002, Pandrol had a turnover of �111.8 million and an EBITA of �15.2
million. The company has manufacturing plants in 11 countries, selling into a
total of 98 markets and currently has 663 employees worldwide.

Pandrol was one of three specialised engineering businesses that Candover
bought from Charter plc in November 1999 in a �194 million transaction.
Nederman, a leading manufacturer of workspace environment equipment, was sold
to EQT Danmark B.V. in December 1999. Airtechnology Holdings Limited, a leading
supplier of motors, fans and environmental control systems for the aerospace
and defence markets, was sold to US-based AMETEK, Inc. in January 2003. The
sale of Pandrol completes Candover's exit from the Charter businesses and has
generated an overall return of almost double its original investment.

Commenting on the sale of Pandrol, Colin Buffin, Managing Director of Candover,
said:

"The investment in the specialised engineering businesses of Charter plc has
been a successful deal for the Candover 1997 Fund, and we are pleased to have
generated good returns for our investors. Since Candover acquired the business,
Pandrol has consolidated its position as the global leader in resilient rail
fastenings. As part of Delachaux, it will be able to capitalise on its
market-leading position, and take full advantage of the further opportunities
for growth."

"In 2003, Candover has also realised, either fully or in part, holdings in
Camden Motors and Detica from the 1994 Fund; Airtechnology (part of the Charter
investment), Bourne Leisure and Picard from the 1997 Fund; and Kabel
Deutschland from the 2001 Fund".

                                     Ends.                                     

*Candover means Candover Investments plc and /or one or more of its
subsidiaries, including Candover Partners as General Partner of the Candover
1997 Fund.

Contact details:

For Candover:

Colin Buffin, Managing Director

Julie Foster / William Davidson, Tulchan Communications 020 7353 4200

For Delachaux:

Jean-Pierre Colliaut, Directeur G�n�ral 0033 1 46 88 15 00

David Roberts, Managing Director, Soci�t� G�n�rale 020 7676 6000

For Pandrol:

Geoff Lodge, Chief Executive 01932 834500

Notes to Editors:

Candover

Candover is a leading provider of equity for large European buyouts. Since its
formation in 1980, it has invested in 119 buyouts worth over Euro24 billion.
Investment in deals by Candover is provided in two forms, from Candover
Investments plc, a publicly quoted investment trust capitalised at Euro406
million, and from funds managed by Candover Partners, a wholly owned
subsidiary. Candover closed the Candover 2001 Fund in June 2002, raising Euro2.7
billion.

The realisation of the Charter investment is the sixth complete exit for the
Candover 1997 Fund. During 2000 Candover exited from ASW Holdings plc through
the repayment of convertible loan notes, and in 2001 Claverham was sold to
Hamilton Sundstrand. During 2002 Candover sold PII Group Limited to GE Power
Systems; Regional Independent Media to Johnston Press plc; and Diamant Boart to
Electrolux AB. Candover has also made partial realisations from Inveresk,
Picard and Bourne Leisure.

Recent deals completed by Candover include a preliminary agreement to buy the
upstream Oil & gas business from Swiss-Swedish engineering group ABB, the Euro141
million MBI of Wellstream, the Euro1.9 billion buyout of Gala, a retail gaming
company, the Euro1 billion buyout of Belgium-based Ontex, a leading European
producer of hygiene products, the Euro600 million buyout of Kluwer Academic
Publishers, the Euro709 million formation of Aspen Re (formerly known as
Wellington Re), one of the largest independent reinsurance vehicles in the UK
market, and the Euro393 million buyout of Swissport, a global ground handling
business, from Swissair Group AG.

The Candover Group has three offices in London, Paris and D�sseldorf, and a
local advisor in Madrid.

Candover Partners Limited is authorised and regulated by the Financial Services
Authority

For further information; please visit our website at www.candover.com

Pandrol

Pandrol has been established in the business of resilient rail fastenings since
1937. The company gained its present name from the unique Pandrol Brand Rail
Clip. This simple, effective rail fastening is suitable for all applications on
concrete, timber and steel sleepers and slabtrack, and for use under every type
of rail traffic. The Pandrol range of rail fastenings is the most widely used
in the world and continues to be introduced into new markets.

The present Pandrol rail fastening system is the result of continuous
development during the last 30 years. It is this and the technical support the
company offers its customers which has established its envied reputation.

Delachaux SA

Delachaux is a listed company in France, which manufactures railway equipment
and offers contracting services. The company manufactures welding equipment
used to weld steel rails, railway maintenance equipment, and machinery used to
electrify mass transit systems. It also offers railway track construction and
maintenance services. It is divided into six divisions: electrification
systems, magnetics, railway, speciality steels, and injection systems. It
operates from multiple locations worldwide, via 23 subsidiaries tailored to
meet local needs.

Delachaux was advised in the transaction by Soci�t� G�n�rale in London and
Paris.




END