EGM statement

Extraordinary General Meeting - Voting Results and Proxy Appointments

At an extraordinary general meeting of Centrica plc held earlier today (21 October 2004) the following resolutions were proposed by the Chairman and passed by shareholders on a show of hands. Proxies were received by the Company from shareholders prior to the meeting as follows:

Resolution 1:

Approval for the consolidation of ordinary shares in the capital of the Company on the basis of 9 new ordinary shares for every 10 existing ordinary shares.

For: 2,043,917,750 (99.76% of votes cast)
Against: 5,019,633 (0.24 of votes cast)
Total proxy votes cast: 2,048,937,383 (48.51% of shares in issue)


Resolution 2:

Authority to purchase own shares.

For: 2,042,806,490 (99.71% of votes cast)
Against: 5,975,213 (0.29% of votes cast)
Total proxy votes cast: 2,048,781,703 (48.51% of shares in issue)

Note to the disclosure:

1. Any proxy appointments which gave discretion to the Chairman have been included in the 'for' total.