But the proposed management offer has met with some scepticismfrom the independent directors of Chelsfield. A statement from themsaid: "This proposal may not fully reflect the long-term value ofChelsfield but recognise that it is at a level above the dilutedtriple net asset value (adjusted for the revaluation of land) of299p per share at 30 June 2003." It added: "The independentdirectors intend to pursue discussions with the consortium, otherChelsfield shareholders unconnected with the consortium and certainother potentially interested parties."

This scepticism is reiterated by some analysts who believeChelsfield is worth as much as 443p per share. Some institutionalshareholders, already irritated at how long it has taken Bernerd tofile a formal bid, are also thought to want a minimum bid of around360p. They are also concerned that the company has not done enoughto court other bidders.

But set against this is a cash offer and Bernerd told thecompany his consortium will be in a position to make a fully fundedbid by mid-November. Bernerd owns a 12% stake and has backing fromIsraeli Beny Steinmetz with 7.8%, and Lubna Olayan with 9%. NinaWang is understood not to be part of the bid but will sell herstake to the bid vehicle.Shareholders are said to be concerned thatnot enough is being done to court other bidders and fear thatBernerd's bid will be only 300p to 310p.