Scheme of Reconstruction

RNS Number:4217M
Merrill Lynch Asset Allocator PLC
21 November 2006

21 November 2006

                       Merrill Lynch Asset Allocator plc

                            Scheme of reconstruction


It was announced on 16 November 2006 that the Second EGM had been adjourned
until 22 November as a result of technical issues in relation to the calculation
of entitlements to IPST A Shares under the Scheme.

As explained in the Circular, the need for IPST A Shares has arisen because the
elections for IPST Hedge Fund Shares did not fully cover the assets represented
by the relatively illiquid hedge fund investments forming part of the Growth
Share Portfolio.

The intention of the Scheme was that these surplus assets would be allocated to
Growth Shareholders and that the number of IPST A Shares issued to each Growth
Shareholder would reduce proportionately the elections made by that Shareholder
other than any election for IPST Hedge Fund Shares.

In order to give effect to this intention, it has been necessary to modify one
term in the formula for determining the number of IPST A Shares to be issued to
each relevant Growth Shareholder. The complete formula is shown in the attached
schedule. Consequently, the listing of the Reclassified Shares has been amended
with effect from 8.00 a.m. on 15 November 2006, and the amended figures are also
shown in the schedule.

The number of Reclassified Shares derived from Balanced Shares is unaffected.
The Formula Asset Value per Share for each class will remain as announced on 15
November 2006. The expected timetable for completion of the Scheme is now as
follows:


2006

22 November, 9.00 a.m.        Second EGM
                              Appointment of Liquidators and Effective Date

23 November, 8.00 a.m.        Dealings commence in IPST Shares and IPST A Shares

24 November                   First distribution by the Liquidators



Terms defined in the Circular have the same meaning when used in this
announcement.


Enquiries

Howard Myles, Ernst & Young LLP                                  020 7951 5324

Angus Pottinger, Invesco Asset Management Limited                020 7065 3714


Schedule

1.          Formula for calculating deemed Elections for IPST A Shares

                      A=(B-C)x ((D-E)/F)

            where:

            A         is the number of Growth Shares in respect of which the Relevant Shareholder
                      shall be deemed to have elected for IPST A Shares for the purposes of the
                      Scheme;

            B         is the total number of Growth Shares held by the Relevant Shareholder as at
                      the Calculation Date;

            C         is the number of Growth Shares held by the Relevant Shareholder as at the
                      Calculation Date in respect of which such Shareholder has validly elected (or
                      is deemed to have elected) for IPST Hedge Fund Shares;

            D         is the value of the Hedge Fund Notes (as calculated in accordance with the
                      Scheme as at the Calculation Date);

            E         is the IPST Hedge Fund Share Election Amount; and

            F         is the amount equal to the total number of Growth Shares (excluding (i)
                      Growth Shares in respect of which the holders thereof have elected (or are
                      deemed to have elected) for IPST Hedge Fund Shares and (ii) Growth Shares
                      held by Overseas Shareholders (which, for the avoidance of doubt, shall not
                      include any Shareholder falling within sub-paragraph 9.1(a) or (b) of the
                      Scheme who the Directors are satisfied may hold IPST Shares without breaching
                      any relevant securities laws)) multiplied by the Formula Asset Value per
                      Share for each Growth Share.

2           Reclassified Shares listed from 8.00 a.m. on 15 November 2006:


29,496,017 Shares with "A" rights fully paid
31,527,867 Shares with "B" rights fully paid
16,539,484 Shares with "C" rights fully paid
7,534,931 Shares with "D" rights fully paid
10,366,993 Shares with "E" rights fully paid
9,707,932 Shares with "F" rights fully paid
14,555,847 Shares with "G" rights fully paid
 5,292,993 Shares with "H" rights fully paid
 2,641,249 Shares with "I" rights fully paid
10,690,491 Shares with "J" rights fully paid
3,200,771 Shares with "K" rights fully paid




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