A PROPOSAL TO BARCLAYS BANK PLC

BARCLAYS AND FOOTBALL

"A PARTNERSHIP FOR THE FUTURE"

Presented by:The Challenge Group

The information set out in this document and all explanations of it are confidential to Challenge Group Ltd and are not to be disclosed or made use of without the prior written permission of Challenge Group Ltd.

CONTENTS

2 INTRODUCTION

3 PROPOSAL

5 THE CHALLENGE GROUP

6 THE MANAGEMENT TEAM

8 BARCLAYS LEAGUE SOCCER VISA

10 CLUB PANINI

11 SOCCER CHALLENGE

13 IMPLEMENTATION SCHEDULE

INTRODUCTION

In 1987 Barclays took a bold decision to become involved in soccer, a sport experiencing high profile problems.

Despite continuing difficulties, the initiative has proved successful. Barclays is firmly associated with a sport that appeals to all ages and groups.

The potential now exists to establish Barclays as an active force in the rebirth of the national game as family entertainment.

The Football League has been perceived, through lack of communication, as a body contributing little or no benefit to the sport.

A proactive form of cooperation is needed to enhance the game's image, and Barclays, w ith the Football League, is now ideally placed to take the initiative.

To assist Barclays and the Football League, Panini, the newest member of Maxwell Communication Corporation, with its years of involvement in football worldwide, and special appeal to youth markets, can and will play, an important role shaping the industry of tomorrow.

The three form the fabric of the soccer industry and collectively represent a potentially powerful force.

PROPOSAL

Having gambled and won two years ago, Barclays are now presented with another difficult decision. Should they "quit while ahead" or go for the jackpot.

Our aim is to assist Barclays in reaching a positive decision to support the Football League, and avail themselves of promotional and commercial opportunities which are bankable, and serve to enhance the image both of the bank and the game.

This presentation will focus on three principal initiatives aimed at offering opportunities for transforming relatively passive involvements, into collective, proactive roles.

• Barclays League Soccer Visa - a card intended to satisfy the disparate needs of supporter, club and government, providing identification without stigma, whilst offering attractive benefits to the cardholder.

• Club Panini - a club which will embrace the established association between children, football and Panini. It provides a vehicle for Barclays to developthe child and youth market in a sympathetic manner.

• Soccer Challenge - a magazine which will provide a platform allowing the Football League to answer to its critics by encouraging direct response from the spectators, and advertising the positive input of Barclays and The Football League to the game.

The three proposals, and in particular the Barclays League Soccer Visa and Soccer Challenge, represent innovative and important initiatives within the industry. In the light of this, the Mirror Group, already a highly respected figure within football, would welcome the opportunity to work together with Barclays and the Challenge Group to the benefit of the national game.

Challenge Group proposes that these three marketing initiatives are the trump cards which collectively give Barclays the winning hand.

THE CHALLENGE GROUP

These marketing initiatives have been developed by the Challenge group of companies, a global marketing and communications company which was recently acquired by Maxwell Communication Corporation (MCC).

The Challenge Group has been incorporated within Panini, the world's largest manufacturer of sticker collections for the children's market and premium market, itself acquired by MCC in October 1988.

Challenge was formed specifically to achieve global marketing objectives through the development of innovative communication packages.

The company is currently applying its expertise to a variety of distinctive projects including:

'Driving the Dream' - a major communications project to stimulate and harness the enthusiasm and support of the country for the Manchester Olympic bid.

'Challenge Gold' - an innovative communications vehicle for the marketing of financial services in the high street.

'The Spirit of Brooklands' - a communications programme to develop the commmercial potential of a sporting landmark.

'The America's Cup' - creation and implementation of the commercial strategy for the British challenge for the Americas Cup.

'The World Yachting Grand Prix' - a major marketing and promotional project involving the application of match-race sailing to a global market.

'Arena Football Europe' - the integration into the European market of a new sport tailored for television and arena audiences.

THE MANAGEMENT TEAM

John Mitchell

• Professional footballer for eight years with Fulham where he scored the semi final goals that took the club to the 1975 Cup Final, prior to his £100,000 transfer to Millwall.

• Gained Business Studies Honours degree from Harrow College.

• Joined Blue Arrow in 1983 and became actively involved in the marketing disciplines which launched the company in its embryonic stages onto the USM and full Stock Exchange listing.

• Appointed Director of the Group's Business Travel in 1986. He initiated the company's move into the conference and incentive industry and quickly built the fastest growing company in this field in the UK.

• Appointed Marketing Director of the Blue Arrow America's Cup Challenge in 1987.

• John Mitchell is a founder member and Director of The Challenge Group.

Chris Long

• Between 1972 and 1985 specialised in the marketing of commercial hydroponics. Worked extensively throughout Europe, the USA, Africa and the Middle East, establishing profit centres and projects for major companies such as Dunlop and I d

• Founded Sport Aid in 1985. As its Chairman he developed and managed The Race Against Time which in 1986 took place in 274 cities in 81 countries and was the biggest mass participation event in history, raising over $37 million worldwide for African Famine Relief.

Commissioned by The United Nations in 1986 to produce a global special events strategy for UNICEF.

Responsible for the organisation of Sport Aid '88 and the second Race Against Time which took place in 131 countries, involved nearly 50 million runners and raised money for The International Red Cross, Save The Children, UNICEF and CARE.

Chris Long is a founder member and Director of The Challenge Group.

BARCLAYS LEAGUE SOCCER VISA

Introduction

The events of recent seasons have led the government to believe that soccer is unable to put its own house in order - to such an extent that the Government has now taken an active role in the game.

The principle of a compulsory ID card is here to stay. The footballing public consider it to be an infringement of civil liberties.

The Barclays League Soccer Visa card, however, w ill be a benefit card first and an ID card second, deflecting current criticism.

The Concept

The Barclays League Soccer Visa card is a joint venture initiative between Barclays and the Football League.

It will be a benefit card providing a whole range of exclusive privileges and high street discounts to the holder.

It is a form of personal identification allowing supporters controlled entry to all football grounds.

The cardholder is provided with access to an electronic ticket purchasing facility exclusively through Barclays, either on a cash or credit basis i.e. all season/entry ticket sales.

Benefits

On any Saturday in the season, nearly half a million people pay by cash to attend Barclays League matches. Over a season, gate receipts (excluding season tickets) approach £50 million.

Barclays would be seen as a driving force behind a positive move aimed at eradicating soccer's most contentious issue.

Barclays would manage the ticket income of 92 Football League clubs.

9

18.' W »

CARD NUM BER EXPIRES END

"-h.V7

M- (9

AUTHORISED SIGNATURE

This card may be used only by the authorised signatory and in accordance with the current Soccer Visa Conditions of Use. The card remains the property of Barclays Bank PLC and if found should be handed in at any Branch of the Barclays Group or posted to Barclaycard, Northampton NN1 1SG to whom loss of this card must be immediately be notified.-

CLUB PANINI

Introduction

Panini International SpA, with its head office in Modena, is the holding company of the Panini Group and controls 5 national and 10 international companies. The Group's multinational character is the result of years of rapid growth and expansion.

Edizioni Panini produces more than 10 billion stickers a year for the children's market and premium market making it the biggest company of its type in the world. In the UK Panini will sell over 300 million stickers for their Football 89 collection alone.

The Concept

"Club Panini" is a major marketing initiative to be implemented by Panini later this year.

Its target is to package its existing database of young customers into a membership with a potential to embrace the whole family.

This will create a customer base to which can be targeted its existing product range, along with more diversified Panini products.

Currently Panini customers range from 3-15 years old, and the development of Club Panini and new products will extend this age spectrum into the late teenage market.

Benefits

Barclays Bank would have access to upwards of 2.5-3 million children passing through the Bank to join Club Panini.

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SOCCER CHALLENGE

Introduction

Soccer Challenge is a new initiative developed for Barclays by The Challenge Group.

The Concept

It is a free quality magazine distributed to all 92 clubs in the Barclays Football League.

The objective of Soccer Challenge is to provide the football authorities, governmental bodies, clubs, sponsors, officials, players, supporters and especially Britain's youth of today with a serious platform for debate of the issues currently threatening the future of our national sport.

Each issue will be devoted to a specific topic such as ID cards, crowd control, violence, safety, ground facilities, admission prices, Europe, artificial pitches, superleague, television, sponsorship, community involvement, league structure, transfer system, etc.

Soccer Challenge will be supported by advertising and sponsorship and thus is a self liquidating promotion.

Soccer Challenge, acting as a guardian of the interests of today's football follower, issues the challenge to all parties to come together and positively seek the remedies necessary to make soccer Britain's premier sport.

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Benefits

Barclays will be seen to be supporting and developing the industry it sponsors.

Soccer Challenge will provide Barclays with a pictorial and editorial billboard which will establish Barclays in its role as a proactive sponsor of the Barclays League.

Soccer Challenge provides a PR vehicle for Barclays League Soccer Visa.

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September 1989

S

■ —»EmIM! fL5 C9IN E U R O P EB u S ' l *y F l * ' ' b ^ u t «’ s

predictions

O N P IT C HV I O L E N C E

■ X -

I B

Out of control?

arnoid

lAVER

THE FOOTBALL LEAGUE

Soccer From te r race ing room goss ip ,C h a l le n g e has the stor ies f rom the w o r ld

In The Hot Seat As the new se ason starts, re a d e r Tim B row n ta ck les B o b b y R obson on the Eng land tea m 's c h a n c e s in the W or ld

Cup.

Banlclng On Entry W he n it c o m e to foo tba l l , the new Barc lays L e a g u e S o c c e r V isa C a rd is just

the t icket.

TallcbackYour c h a n c e to have your say on s o c c e r sburn ing i s s u e s just wr i te to S o c c e r

C ha l lenge .

Where Do Alj The Refs Come From?Emlyn H u g h e s un fo ld s his p lan to in t rodu ce new b lood into the ranks of the

m en in b lack .

Community ServiceSport sh ou ld put s o m e th in g b a c k into the c o rn m u n 11y. S o c c e r C h a l le n g e takes alook at the ehar if abIe inten11ons of tea m s

a round the country .

Club PaniniN e w s and v iew s f ro m the Jun io r League , B o b b y M oore a nsw e rs you r s o c c e r ques t ions , p lus a look at tne LA Nat iona l

Schoo l at Li I leshal I.

In The Wrong Game?V io lence on the p i tch is g ro w in g . Are t o d a y s p laye rs tak ing the will to win too fa r7 Referee Neil M id g le y c o m e s to their

d e fence .

#.~~ \\ 'toss' /'Sk y

u , g i C H I R D S O S j4g H S R

3 87

I nan ideal world, getting jtickets to see your team play j would be a piece of cake. As a regular supporter, you'd

have instant access to the best seats, your loyalty would be rewarded by special privilege discounts and benefits, and interest-free credit on season tickets wouldn't go amiss, either. Now you can have all these benefits and more, with the new Barclays League Soccer Visa Card. i

The Soccer Visa Card is a privilege card, a membership card and a bank card all rolled into one! It offers you:Q Convenience. You can use your Soccer

: Visa Card in any High Street cash dispenser.

■ at any time of day or 06/9° .night. So why queue

up outside the ground when

: you can choose and pay for the very best seats a week in advance? 0 Security. If you ose your card or

have it stolen, simply call the Soccer Visa Hotline. Your card will be cancelled so

■ there's no possibility of anyone else using it, and a new one issued immediately.® Value. Included in the Soccer Visa Card package are a variety of benefits, including discounts in major High Street stores, and exclusive privilege offers on forthcoming events.® Easy travel facilities. When .

you use your Barclays League Soccer Visa Card, you’ll be asked whether you want to take advantage of the special deals on British Rail or coach transport to the game - which could save you time and money. You can even book travel and tickets for matches abroad with Soccer Visa.(«n Safety. Under-twelves can benefit from the Soccer Visa Card, too. They’ll beoffered seats in the special 'Club Panini' area, designed specifically for families and younger fans.0 Free credit. If you buy a season ticket to all your club's games, you can take advantage of Soccer Visa’s free credit offer - and spread the cost of payment to suit yourself.

So why not take advantage of all these great offers and order your Soccer Visa Card now? All

! youhavetodoisfiilinthe | application form on page 10,1 and as soon as your account is ! approved and opened, your

member's pack, including your ! card and details of all the ! exclusive services and offers1 you are entitled to will be mailed ! out straightaway. FurtherI membership forms can be ! obtained from any branch of ! Barclays Bank or from Soccer I Challenge Magazines, Maxwell I Consumer Magazines, Greater

London House, Hampstead Road, London NW1 7QQ.

Whatever your age and whatever your team, Barclays League Soccer Visa Card is the easy way to put the fun back into football!

IMPLEMENTATION SCHEDULE

July:

Agreement to proposals between Barclays Bank pic and The Challenge Group Ltd. Commencement of implementation of three projects.

August:

Publication of Soccer Challenge. 1st Edition (1st day of season).

November:

Announcement of Club Panini.

December:

Soccer Challenge. 2nd Edition.

March/April:

Soccer Challenge. 3rd Edition.

End of Season:

Soccer Challenge.4th Edition and announcement of Barclays League Soccer Visa scheme.

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