MAASTRICHT.- Sotheby's announced today that it has acquired Noortman Master Paintings, a pre-eminent dealer in Old Master, Impressionist and Post-Impressionist Paintings, which is based in Maastricht, Holland. Through the transaction, Sotheby's will acquire all the assets of Noortman Master Paintings, which consist principally of art inventory, receivables and the gallery premises.

Sotheby's will acquire 100% of Noortman's outstanding shares in exchange for Sotheby's shares with an initial consideration worth approximately $56.5 million (EUR44 million) or 1.95 million shares at a price of $29.01 per share, as well as the assumption of approximately $26 million in debt. If certain performance criteria are met over the five-year term of Mr. Noortman's employment agreement, an additional 0.5 million shares will be released from escrow as additional consideration. The purchase price is also subject to reduction if certain performance criteria are not met. With this transaction, Mr. Noortman has become a significant shareholder in Sotheby's with approximately 3.2% of Sotheby's shares. He will also join Sotheby's International Advisory Board.

"This transaction brings to Sotheby's a pre-eminent dealer in very important markets and offers significant growth opportunities. We expect it to be accretive to earnings in 2006 and in the future" said Bill Ruprecht, President and Chief Executive Officer of Sotheby's. "When Robert Noortman, who is a major force in the art world, approached us earlier this year to discuss a possible transaction, we immediately understood he had created a world class business with substantial upside potential and also understood that with our help he could accelerate its growth. The use of Sotheby's shares as the form of payment is also consistent with the rationale behind our recapitalization last year which will better enable us to grow our business and enhance shareholder value."

"This is an extraordinary opportunity to develop and expand my business at a time when I am ready for new challenges" said Mr. Noortman. "I have been thinking about the long term future of my company for some time, and believe in Sotheby's both as the premier international art auction house and also in their transparency as a public company. This is why I am taking Sotheby's shares as consideration for this transaction. The firm's innovative management team, its sophisticated financial expertise and its commitment both to its art experts and to exploring new growth opportunities have impressed me. I am pleased to be a major Sotheby's shareholder at this exciting time and to know that I will be able to offer further advantages to my clients by drawing on Sotheby's great expertise -- in art, in business and in financing".

Mr. Ruprecht continued: "Both Sotheby's and Noortman can now offer clients a broader array of services, including superior expertise and market knowledge, further enhancing our already dominant position in the Old Master Paintings market where Sotheby's has been market leader for most of the past decade. And Noortman's ability to draw on Sotheby's capital resources and Sotheby's Financial Services will allow him to be more responsive to the sophisticated financial needs of his clients.

"Robert will continue buying, selling, and advising on, high quality paintings mainly in the Old Master, Impressionist and Post-Impressionist fields, as the Managing Director of Noortman Master Paintings. He will operate independently from our auction business yet draw on the resources that this transaction will provide. We expect that our revenues in these important markets will be significantly enhanced as a result."

George Wachter and Alex Bell, Co-Chairmen of Sotheby's Global Old Master Paintings Auction Department added: "Both of us, together with our senior colleagues George Gordon, Chris Apostle, Richard Charlton-Jones and Ben Hall, have worked closely with Robert for many years and have the greatest respect for his expertise, professionalism, intelligence, and extraordinary client relationships. We have always enjoyed Robert's straightforward and direct manner, which is quite refreshing. We are delighted at the prospect of working with Robert and believe that this merger will provide exciting opportunities for our clients, for Noortman Master Paintings and for Sotheby's".

Robert Noortman opened his first gallery in Holland in 1968. In 1975 he was a founding member of Pictura, the forerunner of TEFAF, now the leading art fair in the world. Noortman was Chairman of TEFAF for 10 years and President for 2 years. Over the course of his career, he has done business and consulted with the world's great art institutions. He is a major benefactor of the Rijksmuseum, The Mauritshuis, The Hague and the National Gallery, London, where The Noortman Room of Dutch cabinet paintings is on view to the public.