Proposed secondary placing

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA OR JAPAN

This announcement is an advertisement and not a prospectus or offer document. It does not constitute an offer for sale or subscription or to buy any securities.

6 March 2013

Proposed secondary placing of shares in National Express

Elliott International, L.P. and The Liverpool Limited Partnership, funds managed by Elliott Advisors (UK) Limited (collectively "Elliott"), announce today their intention to sell in aggregate 50,597,859 ordinary shares of National Express Group plc ("National Express", or the "Company") (the "Placing Shares"), representing approximately 9.9 per cent.(1) of the Company's existing issued ordinary share capital (the "Placing").

The sale of the Placing Shares reflects Elliott's desire to diversify its portfolio and invest in new opportunities. National Express still remains one of Elliott's most important investments.

Elliott is a strong believer in National Express' management team and its strategy for continued outperformance and has confidence in the Company's outlook and future prospects.

Consistent with this, Elliott has undertaken to BofA Merrill Lynch ("BofAML") that it will not, for a period of 90 days, make any further disposals from its remaining holding in National Express, following the completion of the Placing. Following completion of the Placing, Elliott will hold approximately 9.9 per cent.(1) of the Company's issued share capital.

The Placing Shares will be placed with institutional shareholders (the "Placees") through an accelerated bookbuild to be carried out by BofAML acting as sole bookrunner.

The identity of Placees and the basis of the allocations are at the discretion of Elliott and BofAML. The price at which the Placing Shares are to be placed will be agreed by Elliott and BofAML at the close of the bookbuilding process. The details will be announced as soon as practicable after the close of the bookbuilding process.

Enquiries:

BofA Merrill Lynch +44 20 7996 1000

Simon Mackenzie Smith

Ed Peel

Oliver Holbourn

Matthew Blawat

Note:

(1) Based on 511,732,603 issued ordinary share capital of National Express

About Elliott Associates

Elliott Associates, L.P., parent of The Liverpool Limited Partnership, and its sister fund, Elliott International, L.P. have more than $21 billion of capital under management. Founded in 1977, Elliott is one of the oldest hedge funds under continuous management. The Elliott funds' investors include large institutions, high-net-worth individuals and families, and employees of the firm.

The distribution of this announcement and the offer and sale of the Placing Shares in certain jurisdictions may be restricted by law. The Placing Shares may not be offered to the public in any jurisdiction in circumstances which would require the preparation or registration of any prospectus or offering document relating to the Placing Shares in such jurisdiction. No action has been taken by Elliott or Merrill Lynch International or any of their respective affiliates that would permit an offering of the Placing Shares or possession or distribution of this announcement or any other offering or publicity material relating to such securities in any jurisdiction where action for that purpose is required.

This announcement is not for publication, distribution or release, directly or indirectly, in or into the United States of America (including its territories and possessions), Australia, Canada, Japan or South Africa or any other jurisdiction where such an announcement would be unlawful. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession this document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement is not for publication, distribution or release, directly or indirectly, in or into the United States (including its territories and dependencies, any State of the United States and the District of Columbia). The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States without registration there under or pursuant to an available exemption there from. Neither this document nor the information contained herein constitutes or forms part of an offer to sell or the solicitation of an offer to buy securities in the United States. There will be no public offer of any securities in the United States or in any other jurisdiction.

In member states of the European Economic Area ("EEA") which have implemented the Prospectus Directive (each, a "Relevant Member State"), this announcement and any offer if made subsequently is directed exclusively at persons who are "qualified investors" within the meaning of the Prospectus Directive ("Qualified Investors"). For these purposes, the expression "Prospectus Directive" means Directive 2003/71/EC (and amendments thereto, including the 2010 PD Amending Directive, to the extent implemented in a Relevant Member State), and includes any relevant implementing measure in the Relevant Member State and the expression "2010 PD Amending Directive" means Directive 2010/73/EU. In the United Kingdom this announcement is directed exclusively at Qualified Investors (i) who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order") or (ii) who fall within Article 49(2)(A) to (D) of the Order, and (iii) to whom it may otherwise lawfully be communicated.

This announcement is not an offer of securities or investments for sale nor a solicitation of an offer to buy securities or investments in any jurisdiction where such offer or solicitation would be unlawful. No action has been taken that would permit an offering of the securities or possession or distribution of this announcement in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required to inform themselves about and to observe any such restrictions.

In connection with any offering of the Placing Shares, Merrill Lynch International and any of its affiliates acting as an investor for their own account may take up as a proprietary position any Placing Shares and in that capacity may retain, purchase or sell for their own account such Placing Shares. In addition they may enter into financing arrangements and swaps with investors in connection with which they may from time to time acquire, hold or dispose of Placing Shares. They do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligation to do so.

Merrill Lynch International, which is authorised and regulated in the United Kingdom by the FSA, is acting on behalf of the seller and no one else in connection with any offering of the Placing Shares and will not be responsible to any other person for providing the protections afforded to any of its clients or for providing advice in relation to any offering of the Placing Shares. Merrill Lynch International will not regard any other person as its client in relation to the offering of the Placing Shares.