Acquisition(s)

10 October 2003

Microgen plc

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

FOR IMMEDIATE RELEASE

RECOMMENDED OFFER BY CLOSE BROTHERS ON BEHALF OF MICROGEN FOR M.M.T.

Summary

     *   The boards of Microgen and M.M.T. announce that they have reached
agreement on the terms of a recommended offer, to be made by Close Brothers on
behalf of Microgen, for the whole of the issued and to be issued share capital
of M.M.T.

     *  The Offer values each M.M.T. Share at 147 pence (based on the average
mid market closing price of 45.3 pence per Microgen Share over the five
business days prior to the date of this announcement), comprising 42 pence in
cash and 2.318 New Microgen Shares

     *  On the same basis, the Offer values the entire issued share capital of
M.M.T. at approximately £17.9 million and the Offer Price represents a level in
excess of any M.M.T. Closing Price since November 2001, and a premium of
approximately 44.2 per cent. to the average Closing Price per M.M.T. Share
since 1 January 2003

     *  Based on the middle market closing price of 44.5 pence per Microgen
Share on 9 October 2003 (the last dealing day prior to the announcement of the
Offer), the current value of the Offer is approximately 145.2 pence per M.M.T.
Share representing a premium of 11.3 per cent. over the Closing Price of 130.5
pence for each M.M.T. Share on 9 October 2003 (the last dealing day prior to
the announcement of the Offer)

     *  In the six months ended 28 February 2003 M.M.T. generated a loss before
tax, goodwill amortisation and exceptional items of £0.1 million on revenues of
£12.5 million. As at 28 February 2003, M.M.T. had net assets of £15.6 million,
including cash of £6.1 million, tangible fixed assets of £2.7 million
(predominantly freehold and long leasehold properties) and goodwill of £2.5
million

     *  For the year ended 31 August 2003, M.M.T. estimates that its loss
before tax, goodwill amortisation and exceptional items will be not greater
than £0.1 million (2002: profit before tax, goodwill amortisation and
exceptional items of £0.5 million)

     *  The M.M.T. Directors, who have been so advised by Credit Lyonnais
Securities, consider the Offer to be fair and reasonable and will unanimously
recommend that M.M.T. Shareholders accept the Offer, as the M.M.T. Directors
have irrevocably undertaken to do in respect of beneficial holdings of M.M.T.
Shares representing 2.6 per cent. of the existing issued share capital of
M.M.T.

     *  Microgen has also received irrevocable undertakings to accept the Offer
from certain institutional and other shareholders in respect of, in aggregate,
5,144,540 M.M.T. Shares, representing approximately 42.2 per cent. of the
existing issued share capital of M.M.T.

     *  Accordingly, Microgen has received irrevocable undertakings to accept
the Offer in respect of, in aggregate, 5,465,142 M.M.T. Shares, representing
approximately 44.9 per cent. of the existing issued share capital of M.M.T.

     *  The Offer is conditional, among other things, upon the approval of
Microgen Shareholders at an Extraordinary General Meeting.  The Board of
Microgen, together with certain institutional shareholders of Microgen, holding
in aggregate approximately 43.2 per cent. of the existing issued share capital
of Microgen, intend to vote in favour of the Resolutions required to give
effect to the Offer

Commenting on the Offer, Tom Hall, Chairman of M.M.T., said:

'The M.M.T. Board believes that the combination of M.M.T.'s expertise with that
of Microgen will enable the combined group to deliver a broader service
offering. In addition, the combined group will be a much larger competitor in
the marketplace with increased status and market profile.  For M.M.T.
Shareholders, being part of a larger combined entity should enable them to
realise greater value in the long term.  Consequently, the M.M.T. Board
unanimously recommends Shareholders to accept the Offer.'

Commenting on the Offer, Martyn Ratcliffe, Chairman of Microgen, said:

'Microgen has been a consistent advocate of consolidation in the small cap IT
sector. The acquisition of M.M.T. will strengthen Microgen's position as an IT
services and solutions provider and the enlarged group is expected to benefit
from having an increased presence and expanded client base, with a broader
range of software and service offerings. Market analysts continue to forecast a
challenging trading environment but, through consolidation and with the
corresponding benefits of scale, Microgen believes that opportunities still
exist to enhance shareholder value.'

Enquiries:

Microgen                                                              
                                                                      
Martyn Ratcliffe (Executive Chairman)                    01753 847 122
                                                                      
Mike Phillips (Finance Director)                                      
                                                                      
Close Brothers (financial advisor to Microgen)                        
                                                                      
Simon Willis                                             020 7655 3100
                                                                      
Financial Dynamics (financial PR to Microgen)                         
                                                                      
Giles Sanderson                                          020 7831 3113
                                                                      
M.M.T.                                                                
                                                                      
Tom Hall (Non-executive Chairman)                        020 7843 6211
                                                                      
Dee McFarlane (Finance Director)                                      
                                                                      
Credit Lyonnais Securities (financial advisor to M.M.T.)              
                                                                      
Simon Bennett                                            020 7588 4000
                                                                      
Merlin Financial (financial PR to M.M.T.)                             
                                                                      
Nicola Davidson                                          020 7606 1244
                                                                      

This summary should be read in conjunction with the full text of the following
announcement. Terms used in this summary shall have the meaning given to them
in the full announcement. The Offer Document and Form of Acceptance will be
posted to M.M.T. Shareholders as soon as practicable, and in any event within
28 days of this announcement.

The Offer is not being made, directly or indirectly, in or into, or by the use
of the mails of, or by any means or instrumentality (including, without
limitation, telephonically or electronically) of interstate or foreign commerce
of, or any facility of a national securities exchange of, the United States,
Canada, Australia or Japan. This document does not constitute an offer in or
into the United States, Canada, Australia or Japan and the Offer should not be
accepted by any such use, means, instrumentality or facility or from within the
United States, Canada, Australia or Japan. Accordingly, copies of this
announcement are not being, and they must not be, mailed or otherwise
distributed or sent in, into or from the United States, Canada, Australia or
Japan and persons receiving the same (including nominees, trustees or
custodians) must not distribute or send them in, or into or from the United
States, Canada, Australia or Japan.  Doing so may render invalid any purported
acceptance of the Offer. The availability of the Offer to persons who are not
resident in the United Kingdom may be affected by the laws of their relevant
jurisdictions. Such persons should inform themselves about and observe any
applicable legal or regulatory requirements of their jurisdiction.

Close Brothers, which is regulated in the United Kingdom by the Financial
Services Authority, is acting exclusively for Microgen and no one else in
connection with the Offer and will not be responsible to any person other than
Microgen for providing the protections afforded to clients of Close Brothers or
for providing advice in relation to the Offer, the contents of this
announcement or any matters referred to herein.

Credit Lyonnais Securities, which is regulated in the United Kingdom by the
Financial Services Authority, is acting exclusively for M.M.T. and no one else
in connection with the Offer and will not be responsible to any person other
than M.M.T. for providing the protections afforded to clients of Credit
Lyonnais Securities or for providing advice in relation to the Offer, the
contents of this announcement or any matters referred to herein.

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

10 October 2003

FOR IMMEDIATE RELEASE

Recommended offer by Close Brothers on behalf of Microgen for M.M.T.

1.     Introduction

The boards of Microgen and M.M.T. are pleased to announce that they have
reached agreement on the terms of a recommended offer to be made by Close
Brothers on behalf of Microgen for the entire issued and to be issued share
capital of M.M.T.. The Offer values the entire issued share capital of M.M.T.
at approximately £17.9 million.

The M.M.T. Directors, who have been so advised by Credit Lyonnais Securities,
consider the terms of the Offer to be fair and reasonable and accordingly will
unanimously recommend M.M.T. Shareholders to accept the Offer, as the M.M.T.
Directors have irrevocably undertaken to do in respect of beneficial holdings
of M.M.T. Shares representing approximately 2.6 per cent. of the existing
issued share capital of M.M.T..  In providing its advice to the M.M.T.
Directors, Credit Lyonnais Securities has taken into account the commercial
assessment of the M.M.T. Directors.

2.     Terms of the Offer

The Offer will be made on the following basis:

for each M.M.T. Share               42 pence in cash and 2.318 New Microgen
Shares

M.M.T. Shareholders will be able to elect, under the Mix and Match Election and
subject to availability, to vary the proportions in which they receive New
Microgen Shares and cash in respect of their holdings of M.M.T. Shares. Further
information on the terms of the Mix and Match Election will be set out in the
Offer Document.

Based on the average middle market closing price of 45.3 pence per Microgen
Share over the five business days prior to the date of this announcement, the
Offer values the entire issued share capital of M.M.T. at approximately £17.9
million and values each M.M.T. Share at 147 pence. This value represents:

--          a premium of approximately 28.9 per cent. to the Closing Price of
114  pence per M.M.T. Share on 12 June 2003 (the last dealing day before
M.M.T.'s announcement that its profits for the year ending 31 August 2003 would
be below market expectations);

--          a premium of approximately 44.2 per cent. to the average Closing
Price per M.M.T. Share since 1 January 2003; and

--          a level in excess of any Closing Price since November 2001.

Based on the middle market closing price of 44.5 pence per Microgen Share on 9
October 2003 (the last dealing day prior to the announcement of the Offer), the
current value of the Offer is approximately 145.2 pence per M.M.T. Share
representing a premium of 11.3 per cent. over the Closing Price of 130.5 pence
for each M.M.T. Share on 9 October 2003 (the last dealing day prior to the
announcement of the Offer).

The Offer extends to all M.M.T. Shares unconditionally allotted or issued and
fully paid on the date of the Offer. The Offer also extends to any M.M.T.
Shares which are unconditionally allotted or issued and fully paid while the
Offer remains open for acceptance (or by such earlier date as Microgen may,
subject to the City Code or with the consent of the Panel, determine) including
any M.M.T. Shares which are so unconditionally allotted or issued and fully
paid pursuant to the exercise of options granted under the M.M.T. Share Option
Schemes.

A Mix and Match Election will be made available under which accepting M.M.T.
Shareholders may elect to receive a greater or lesser proportion of their
consideration under the Offer in cash, rather than New Microgen Shares, or vice
versa. The aggregate cash available under the Mix and Match Election will not
exceed the aggregate cash available under the basic terms of the Offer, being £
5.11 million. All elections for a greater proportion of New Microgen Shares
than is available under the basic terms of the Offer will be satisfied in full.
Under the basic terms of the Offer, full acceptance of the Offer would result
in the issue of up to 28,229,049 New Microgen Shares, representing 32.6 per
cent. of  the share capital of the Enlarged Group on that basis. The maximum
number of New Microgen Shares that could be issued under the Offer is
39,518,233, representing 40.4 per cent. of the share capital of the Enlarged
Group on that basis.

3.     Background to and reasons for recommending the Offer

The Microgen Board believes that the listed small-cap software and IT services
sector in the UK is fragmented and that selective consolidation is likely to
serve the interests of small companies and their shareholders by creating
larger, better capitalised, companies with complementary products and service
offerings and by eliminating duplicated management and infrastructure costs.

The Microgen Board wishes Microgen to be an active participant in such
consolidation, and believes that the acquisition of M.M.T. will strengthen
Microgen's position as an IT services and solutions provider in the UK market.

The Microgen Board believes that there is a commercial fit between the
consultancy and application management operations of the Microgen Solutions
Division and the M.M.T. Systems Solutions Division.  In addition, M.M.T.'s
Packaged Solutions Division provides products for the financial services sector
where Microgen has an established presence, and M.M.T.'s energy trading
solutions could integrate with the offerings of Microgen Telesmart, the Billing
and Payments Division of the Microgen Group.  Since both Microgen and M.M.T.
are predominantly UK based organisations, the Microgen Board would expect to
realise benefits of scale through consolidation of the operations of the two
companies.

The M.M.T. Board believes that the combination of M.M.T.'s expertise with that
of Microgen will enable the combined group to deliver a broader service
offering to the existing clients of both companies. In addition, the
acquisition of M.M.T. by Microgen will create a much larger competitor in the
marketplace. The M.M.T. Board believes that the acquisition of M.M.T. by
Microgen will raise the status and market profile for the combined group and
that, by being part of a larger combined entity, M.M.T. Shareholders should be
able to realise greater value in the long term.

4.     Irrevocable undertakings

Microgen has received irrevocable undertakings to accept (or use all reasonable
endeavours to procure the acceptance of) the Offer in respect of a total of
5,465,142 M.M.T. Shares representing approximately 44.9 per cent. of the
existing issued share capital of M.M.T., as detailed below.

Irrevocable undertakings to accept (or use all reasonable endeavours to procure
the acceptance of) the Offer have been received from the M.M.T. Directors in
respect of beneficial holdings of 320,602 M.M.T. Shares representing
approximately 2.6 per cent. of the existing issued share capital of M.M.T..
These irrevocable undertakings are binding even in the event of a higher
competing offer but will cease to be binding if the Offer lapses or is
withdrawn.

Microgen has also received irrevocable undertakings to accept (or use all
reasonable endeavours to procure the acceptance of) the Offer from certain
institutional and other shareholders in respect of 5,144,540 M.M.T. Shares
representing approximately 42.2 per cent. of the issued share capital of M.M.T.
One of these undertakings will cease to be binding in the event of a third
party offer being made for M.M.T. at a price in excess of 155 pence per M.M.T.
Share, or if the Offer lapses or is withdrawn.  The remainder of these
undertakings will cease to be binding in the event of a competing third party
offer being made for M.M.T. which is not matched or exceeded by Microgen and
which represents an increase of more than 10 per cent. over the Offer Price, or
if the Offer lapses or is withdrawn.

In addition, Microgen has received letters of intent to vote in favour of the
resolutions relating to the Offer to be proposed at Microgen's EGM
('Resolutions') from certain institutional shareholders in respect of
15,557,662 Microgen Shares representing approximately 26.6 per cent. of the
existing issued share capital of Microgen.  The Microgen Directors will
unanimously recommend that Microgen shareholders vote in favour of the
Resolutions as they intend to do in respect of their own beneficial holdings
representing approximately 16.6 per cent. of the existing issued share capital
of Microgen.

5.     Conditions

The Offer will be conditional upon, among other things, the approval of
Microgen's Shareholders and will be subject to the conditions set out in
Appendix I to this announcement and the further terms to be set out in the
Offer Document and the Form of Acceptance.

6.     Information on M.M.T.

M.M.T. is a UK based solutions provider, delivering business and systems
solutions to a blue-chip client base across a range of diverse markets
including retail, financial services, utilities, insurance and healthcare.

The M.M.T. business is organised into three divisions:

Systems Solutions Division. This division provides a range of IT solutions from
the supply of individual IT consultants on a time and materials basis through
to undertaking projects on a managed project basis and the outsourcing of
application support.

Packaged Solutions Division. This division provides software solutions to
vertical markets, principally energy and derivatives. M.M.T. provides a range
of energy pricing software products to major energy providers and has recently
launched a new product, PowerQuote Universal. In addition, M.M.T. provides
derivative back office processing capabilities, principally to customers
trading on the London Metal Exchange.

Management Consultancy Division. This division provides programme management
and other consultancy services, primarily to the insurance industry.

7.     M.M.T. loss estimate and current trading

At the time of M.M.T.'s interim results announcement on 8 May 2003, it was
noted that in the short to medium term, there did not appear to be any major
recovery within the IT services sector. The continuing difficult market
conditions at that time, particularly within M.M.T.'s Systems Solutions
Division, led M.M.T. to issue a trading statement on 13 June 2003
('Statement'). In the Statement, it was noted that poor trading conditions
within M.M.T.'s Systems Solutions Division had resulted in some clients not
renewing contracts on expiry with a consequent effect that utilisation rates
were lower than expected.

Since the Statement, and as a direct result of the reduction in revenue
experienced,  M.M.T. has implemented a further headcount reduction programme
and as at 31 August 2003, M.M.T. had 331 staff of which 224 were employees and
107 were contractors.  Within M.M.T.'s Systems Solutions Division, utilisation
rates have stabilised and returned to more usual levels. In M.M.T.'s Packaged
Solutions Division, M.M.T.'s new pricing product (PowerQuote Universal) has
been launched but M.M.T. is still awaiting its first sale of the product. Given
that the M.M.T. Directors were hopeful of being able to make some sales of
PowerQuote Universal in the second half of M.M.T.'s financial year, the overall
results for this division are expected to be disappointing. Finally, M.M.T.'s
Management Consultancy Division performed below expectations.

In view of the above, the M.M.T. Directors estimate that, in the absence of
unforeseen circumstances and on the bases and assumptions set out in Appendix
II below, M.M.T.'s loss before tax, goodwill amortisation and exceptional items
for the year ended 31 August 2003 will be not greater than £100,000; M.M.T.'s
loss before tax and goodwill amortisation but after exceptional items for the
same period will be not greater than £500,000; and its loss after goodwill
amortisation and exceptional items but before tax will not be greater than £
810,000. Appendix II contains this loss estimate and the principal assumptions
that could have a material effect on the achievement of the estimate. It also
contains a report on the estimate from Ernst & Young LLP, M.M.T.'s auditors,
and a letter from Credit Lyonnais Securities, M.M.T.'s financial advisors,
relating thereto.

8.     Information on Microgen

Over the past 5 years, Microgen has undergone a substantial restructuring of
its operations, terminating legacy services and building a group based on
information management solutions. The underlying added value provided in those
solutions is derived from the collation of data, the processing,
cross-correlation and manipulation of that data, and the output of information
for distribution or integration into other IT systems.

The business activities of Microgen are currently delivered through 2 operating
divisions:

Microgen-Telesmart. This division is involved in transactional solutions in
billing, payment and hosted database management, by processing, distributing,
storing and analysing data for a wide variety of applications. These solutions
include Microgen's business-to-business electronic billing services, together
with solutions targeted at debtor management, accounts payable, customer
service, contract management, human resource management, workflow and payment
solutions.

Microgen Solutions. This division provides enterprise information integration
solutions, software, consultancy and applications management to enhance
business performance within major organisations. The division has significant
presence in the financial services sector enabling the application of
user-defined business rules to integrate front, middle and back office systems.

9.     Financing of the Offer

Full acceptance of the Offer would require a maximum cash payment of
approximately £5.11 million by Microgen, which would be funded out of
Microgen's existing cash resources. Close Brothers is satisfied that sufficient
financial resources are available for Microgen to satisfy the consideration
payable as a result of full acceptance of the Offer.

10.     M.M.T. Directors, management and employees

Microgen has confirmed to the M.M.T. Board that, upon the Offer becoming or
being declared unconditional in all respects, the existing employment rights,
including pension rights, of the management and employees of M.M.T. will be
fully safeguarded. M.M.T.'s employees will be given the opportunity to transfer
onto Microgen's standard terms and conditions in the event that the Offer
becomes or is declared wholly unconditional.

The M.M.T. Directors will resign as directors upon the Offer becoming or being
declared unconditional in all respects. The non-executive M.M.T. Chairman and
Malcolm Paul will receive £10,000 in compensation, and the other non-executive
Directors will receive £5,000 in compensation. The executive M.M.T. Directors
will either be offered positions in the Enlarged Group or will receive
compensation in accordance with their contractual entitlements.

11.     M.M.T. Share Option Schemes

The Offer will extend to any further M.M.T. Shares unconditionally allotted or
issued on or prior to the time and date on which the Offer closes (or by such
earlier time and date as Microgen may, subject to the City Code or with the
consent of the Panel, determine) as a result of the exercise of options granted
under either of the M.M.T. Share Option Schemes or otherwise. Microgen will
make appropriate proposals to holders of M.M.T. Options in the event that the
Offer becomes or is declared wholly unconditional.

12.     Inducement fee agreement

M.M.T. has agreed to pay Microgen £179,019 (being one per cent. of the value of
the Offer at the Offer Price) in the event that:

(i)         the M.M.T. Directors withdraw or adversely qualify the terms of
their approval or recommendation of the Offer or recommend a competing third
party offer; or

(ii)         a competing third party offer is announced, which subsequently
becomes or is declared unconditional as to acceptances.

In addition, Microgen has agreed to pay M.M.T. £179,019 (being one per cent. of
the value of the Offer at the Offer Price) in the event that (except in certain
circumstances)  Microgen's Shareholders do not resolve to pass all resolutions
necessary to implement the Offer at the EGM.

13.     De-listing, compulsory acquisition and cancellation of listing

If the Offer becomes or is declared unconditional in all respects and assuming
sufficient acceptances are received and/or sufficient M.M.T. Shares are
acquired, Microgen intends to apply the provisions of sections 428 to 430F
(inclusive) of the Act to acquire compulsorily any remaining M.M.T. Shares.

Microgen intends, either following the Offer becoming or being declared
unconditional in all respects or on the first date of issue of compulsory
acquisition notices under section 429 of the Act, to procure the making of an
application by M.M.T. to the UK Listing Authority for the cancellation of the
listing of M.M.T. Shares on the Official List and to the London Stock Exchange
for the cancellation of the admission to trading of M.M.T. Shares. It is
anticipated that the cancellation of such listing and admission will, subject
to the Listing Rules, take effect no earlier than 20 business days following
the Offer becoming or being declared unconditional in all respects. De-listing
would significantly reduce the liquidity and marketability of any M.M.T. Shares
not acquired by Microgen.

14.     Recommendation

The M.M.T. Directors, who have been so advised by Credit Lyonnais Securities,
consider the terms of the Offer to be fair and reasonable. In providing its
advice to the M.M.T. Directors, Credit Lyonnais Securities has taken into
account the commercial assessment of the M.M.T. Directors.

Accordingly, the M.M.T. Directors will unanimously recommend that M.M.T.
Shareholders accept the Offer, as they have irrevocably undertaken to do in
respect of their beneficial holdings amounting to, in aggregate, 320,602 M.M.T.
Shares, representing approximately 2.6 per cent. of the existing issued share
capital of M.M.T..

15.      General

The Offer will be subject to the applicable requirements of the City Code.  The
Offer Document and Form of Acceptance will be posted to M.M.T. Shareholders,
and the Offer Document (for information only) to participants in the M.M.T.
Share Option Schemes, as soon as practicable, and in any event within 28 days
of this announcement. The full terms and conditions of the Offer (including
details of how the Offer may be accepted) will be sent out in the Offer
Document and the Form of Acceptance accompanying the Offer Document. In
deciding whether or not to accept the Offer in respect of their M.M.T. Shares,
M.M.T. Shareholders should rely only on the information contained (or
incorporated by reference), and procedures described, in the Offer Document and
Form of Acceptance.

This announcement does not constitute an offer or an invitation to purchase any
securities.

The Listing Particulars (prepared in accordance with the Listing Rules and
incorporating certain disclosure requirements of the City Code) to be issued in
connection with the Offer will be posted to Microgen and M.M.T. Shareholders as
soon as practicable other than to M.M.T. Shareholders with addresses in the
United States, Canada, Australia or Japan.

Neither Microgen nor any of the Microgen Directors nor, so far as Microgen is
aware, any party acting in concert with it, owns or controls any M.M.T. Shares
or holds any options to purchase M.M.T. Shares or has entered into any
derivative referenced to securities of M.M.T. which remain outstanding.

The circular of Microgen, which will contain notice of the Extraordinary
General Meeting of Microgen Shareholders, prepared in accordance with the
Listing Rules and to be issued in connection with the Offer will be posted to
Microgen Shareholders as soon as practicable.

If you are in any doubt as to the action you should take, you are recommended
to seek your own financial advice immediately from your stockbroker, bank
manager, solicitor, accountant or other independent professional financial
adviser duly authorised under the Financial Services and Markets Act 2000.

Credit Lyonnais Securities, which is regulated by the Financial Services
Authority, has given and not withdrawn its written consent to the issue of this
announcement with the inclusion of (i) its name in the form and context in
which it appears, and (ii) its letter set out in Appendix II.

Ernst & Young LLP, which is regulated by the Financial Services Authority, has
given and not withdrawn its written consent to the issue of this announcement
with the inclusion of (i) its name in the form and context in which it appears
and (ii) its letter set out in Appendix II.

Close Brothers, which is regulated by the Financial Services Authority, has
given and not withdrawn its written consent to the issue of this announcement
with the inclusion of its name in the form and context in which it appears.

The Offer is not being made, directly or indirectly, in or into, or by the use
of the mails of, or by any means or instrumentality (including, without
limitation, telephonically or electronically) of interstate or foreign commerce
of, or any facility of a national securities exchange of, the United States,
Canada, Australia or Japan. This document does not constitute an offer in or
into the United States, Canada, Australia or Japan and the Offer should not be
accepted by any such use, means, instrumentality or facility or from within the
United States, Canada, Australia or Japan. Accordingly, copies of this
announcement are not being, and they must not be, mailed or otherwise
distributed or sent in, into or from the United States, Canada, Australia or
Japan and persons receiving the same (including nominees, trustees or
custodians) must not distribute or send them in, or into or from the United
States, Canada, Australia or Japan.  Doing so may render invalid any purported
acceptance of the Offer. The availability of the Offer to persons who are not
resident in the United Kingdom may be affected by the laws of their relevant
jurisdictions. Such persons should inform themselves about and observe any
applicable legal or regulatory requirements of their jurisdiction.

Close Brothers, which is regulated in the United Kingdom by the Financial
Services Authority, is acting exclusively for Microgen and no one else in
connection with the Offer and will not be responsible to any person other than
Microgen for providing the protections afforded to clients of Close Brothers or
for providing advice in relation to the Offer, the contents of this
announcement or any matters referred to herein.

Credit Lyonnais Securities, which is regulated in the United Kingdom by the
Financial Services Authority, is acting exclusively for M.M.T. and no one else
in connection with the Offer and will not be responsible to any person other
than M.M.T. for providing the protections afforded to clients of Credit
Lyonnais Securities or for providing advice in relation to the Offer, the
contents of this announcement or any matters referred to herein.

The New Microgen Shares to be issued pursuant to the Offer have not been and
will not be registered under the United States Securities Act of 1933 (as
amended) or under the securities laws of any jurisdiction of the United States,
nor has a prospectus in relation to the New Microgen Shares been lodged with,
or registered by, the Securities Commission of any province or territory of
Canada or the Australian Securities and Investment Commission or the Ministry
of Japan.  Accordingly, the New Microgen Shares may not be offered, sold,
re-sold or delivered, directly or indirectly, in or into the United States,
Canada, Australia or Japan or any other jurisdiction outside the United Kingdom
in which the offer of New Microgen Shares would constitute a violation of
relevant laws or require registration thereof.

Notice is given that, in accordance with normal United Kingdom practice,
Microgen may purchase securities in M.M.T. otherwise than under the Offer such
as in the open market or through privately negotiated purchases.  If made, any
purchases will be disclosed by the publication of an announcement in accordance
with the requirements of the Code.

Appendix I

Conditions of the Offer

The Offer is subject to the following conditions:

(a)         valid acceptances of the Offer being received (and not, where
permitted, withdrawn) by not later than 3.00 p.m. (London time) on the First
Closing Date (or such later time(s) and/or date(s) as Microgen may, subject to
the rules of the City Code or with the consent of the Panel, decide) in respect
of not less than 90 per cent. (or such lesser percentage as Microgen may
decide) in nominal value of the M.M.T. Shares to which the Offer relates,
provided that, unless agreed by the Panel, this condition will not be satisfied
unless Microgen and/or any of its wholly-owned subsidiaries shall have acquired
or agreed to acquire (whether pursuant to the Offer or otherwise) directly or
indirectly M.M.T. Shares carrying in aggregate more than 50 per cent. of the
voting rights then normally exercisable at a general meeting of M.M.T.,
including for this purpose (except to the extent, if any, required by the
Panel) any such voting rights attaching to any M.M.T. Shares that are
unconditionally allotted or issued before the Offer becomes or is declared
unconditional as to acceptances, whether pursuant to the exercise of any
outstanding subscription or conversion rights or otherwise and, for the purpose
of this condition:

         (i)      the expression 'M.M.T. Shares to which the Offer relates'
shall be construed in accordance with sections 428 to 430F inclusive of the
Act;

         (ii)      M.M.T. Shares which have been unconditionally allotted but
not issued shall be deemed to carry the voting rights which they will carry
upon being entered in the register of members of M.M.T.; and

         (iii)      valid acceptances shall be deemed to have been received in
respect of M.M.T. Shares which are treated for the purposes of section 429(8)
of the Act as having been acquired or contracted to be acquired by Microgen by
virtue of acceptances of the Offer;

(b)         the admission to the Official List of the New Microgen Shares
becoming effective in accordance with the Listing Rules and the admission of
such shares to trading becoming effective in accordance with the Admission and
Disclosure Standards of the London Stock Exchange or (subject to the consent of
the Panel) the UK Listing Authority agreeing to admit such shares to the
Official List and the London Stock Exchange agreeing to admit such shares to
trading subject only to (i) the allotment of such shares and/or (ii) the Offer
becoming or being declared unconditional in all respects;

(c)         the passing at an extraordinary general meeting of Microgen (or any
adjournment thereof) of all such resolutions(s) as may be necessary for the
approval and implementation of the Offer, the required increase in the
authorised share capital of Microgen and the authority to its directors to
allot shares;

(d)         no Third Party having intervened in a way which would or might
reasonably be expected to:

         (i)      make the Offer, its implementation or the acquisition or
proposed acquisition by Microgen or any member of the Wider Microgen Group of
any shares or other securities in, or control of M.M.T. or any member of the
Wider M.M.T. Group, void, illegal, prohibited and/or unenforceable in or under
the laws of any relevant jurisdiction, or otherwise, in any material way,
directly or indirectly restrain, prevent, prohibit, restrict or delay or
otherwise interfere with the Offer or such acquisition or impose material
additional conditions or obligations with respect to the Offer or such
acquisition, or otherwise, in any material way, impede, challenge or interfere
with the Offer or such acquisition, or require material amendment to the terms
of the Offer or the proposed acquisition of any M.M.T. Shares or the
acquisition of control of M.M.T. or any member of the Wider M.M.T. Group by
Microgen;

         (ii)      require, prevent or delay, in any material way, the
divestiture (or alter the terms envisaged for any proposed divestiture) by any
member of the Wider Microgen Group of any shares or other securities (or the
equivalent) in M.M.T.;

         (iii)     require, prevent or delay, in any material way,  the
divestiture (or alter the terms envisaged for any proposed divestiture) by any
member of the Wider Microgen Group or by any member of the Wider M.M.T. Group,
in any such case of all or any material portion of their respective businesses,
assets or properties or impose any material limitation on the ability of any of
them to conduct any of their respective businesses (or any of them) or to own
or dispose of all of their respective assets or properties or any material part
thereof;

         (iv)     impose any material limitation on, or result in a material
delay in, the ability of any member of the Wider Microgen Group or any member
of the Wider M.M.T. Group to acquire or to hold or to exercise effectively,
directly or indirectly, all or any rights of ownership in respect of shares or
loans or securities convertible into shares or other securities (or the
equivalent) in, or to exercise management control over, any member of the Wider
M.M.T. Group or any member of the Wider Microgen Group;

         (v)      without limitation to the foregoing, require any member of
the Wider Microgen Group or the Wider M.M.T. Group to acquire, or to offer to
acquire, any shares or other securities (or their equivalent) in any member of
the Wider M.M.T. Group or any asset owned by any third party (other than in
implementation of the Offer or pursuant to Rule 9 of the Code), such
acquisition being material in the context of (as applicable) the Wider Microgen
Group taken as a whole or the Wider M.M.T. Group taken as a whole;

         (vi)      require any member of the Wider Microgen Group or the Wider
M.M.T. Group to sell, or to offer to sell, any shares or other securities (or
their equivalent) of the Wider M.M.T. Group or any interest in any asset owned
by any member of the Wider M.M.T. Group;

         (vii)      impose any material limitation on the ability of any member
of the Wider Microgen Group or any member of the Wider M.M.T. Group to
integrate or co-ordinate its business, or any part of it, with all or any part
of the businesses of any other member of the Wider Microgen Group or the Wider
M.M.T. Group to an extent which is material in the context of (as applicable)
the Wider Microgen Group taken as a whole of the Wider M.M.T. Group taken as a
whole;

         (viii)      result in any member of the Wider M.M.T. Group or the
Wider Microgen Group ceasing to be able to carry on business under any name
under which it presently does so or ceasing to be able to use in its business
any name, trademark or other intellectual property right which it at present
uses where such name or use is material to the business of the Wider M.M.T.
Group or the Wider Microgen Group taken as a whole; or

         (ix)      otherwise adversely affect any or all of the business,
assets, financial or trading position, profits or prospects of any member of
the Wider M.M.T. Group or any member of the Wider Microgen Group in a way which
is material in the context of the Wider M.M.T. Group and the Wider Microgen
Group taken as a whole;

          and all applicable waiting and other time periods during which any
Third Party could intervene in such a way under the laws of any relevant
jurisdiction having expired, lapsed or been terminated;

(e)         all necessary filings, applications and/or notifications having
been made, all applicable waiting and other time periods (including any
extensions thereof) under any applicable legislation or regulation of any
relevant jurisdiction having expired, lapsed or been terminated and all
necessary statutory or regulatory obligations in any relevant jurisdiction
having been complied with in each case in connection with the Offer or the
acquisition of any shares or other securities in, or control of, M.M.T. or any
other member of the Wider M.M.T. Group by any member of the Wider Microgen
Group or any part thereof or any matter arising therefrom or relating thereto
and all necessary Authorisations in any relevant jurisdiction for or in respect
of the Offer or the acquisition or proposed acquisition of any shares or other
securities in, or control of, M.M.T. or any other member of the Wider M.M.T.
Group by any member of the Wider Microgen Group or the carrying on by any
member of the Wider M.M.T. Group of its business or any part thereof or any
matter arising therefrom or relating thereto having been obtained, in terms and
in a form satisfactory to Microgen (acting reasonably), from all appropriate
Third Parties and from any persons or bodies with whom any member of the Wider
M.M.T. Group has entered into contractual arrangements that are material in the
context of the Wider M.M.T. Group taken as a whole, and any conditions or
obligations attached to any such Authorisations being in terms and in a form
satisfactory to Microgen (or any other member of the Wider Microgen Group),
acting reasonably, and all such Authorisations remaining in full force and
effect and there being no notice or intimation of any intention to revoke,
suspend, restrict, modify or not to renew any of the same;

(f)         save as disclosed by M.M.T. to Microgen in writing prior to the
date of this announcement there being no provision of any arrangement,
agreement, licence, permit, franchise, facility, lease or other instrument to
which any member of the Wider M.M.T. Group is a party or by or to which any
member of the Wider M.M.T. Group or any of its assets is or are or may be
bound, entitled or subject or any circumstance which, in each case as a
consequence of the Offer or the acquisition or proposed acquisition of any
shares or other securities in, or control of, M.M.T. or any other member of the
Wider M.M.T. Group by any member of the Wider Microgen Group or any part
thereof or any matter arising therefrom or relating thereto or otherwise, could
or might reasonably be expected to result to an extent that is material in the
context of the Wider M.M.T. Group taken as a whole, as a consequence of the
Offer, or of the proposed acquisition of any shares in, or control of, M.M.T.
by Microgen, in:

         (i)      any monies borrowed by or any other indebtedness or
liabilities, actual or contingent, of, or grant made or available to, any
member of the Wider M.M.T. Group being or becoming repayable or being capable
of being declared repayable immediately or prior to its stated maturity or
repayment date or the ability of any member of the Wider M.M.T. Group to borrow
monies or incur any indebtedness being withdrawn or inhibited or becoming
capable of being withdrawn or inhibited;

         (ii)      the creation of any mortgage, charge or other security
interest over the whole or any material part of the business, property, assets
or interests of any member of the Wider M.M.T. Group (whenever arising or
having arisen) or any such mortgage, charge or other security interest becoming
enforceable or being capable of being enforced;

         (iii)      any such arrangement, agreement, licence, permit,
franchise, facility, lease or other instrument, or the rights, liabilities,
obligations or interests of any member of the Wider M.M.T. Group thereunder in
or with any other person, firm, company, association or body (or any agreement
or arrangements relating to any such interests or business), being, or becoming
capable of being, terminated or adversely modified or affected or any adverse
action being taken or any onerous obligation or liability arising thereunder;

         (iv)      any interest, assets or property of any member of the Wider
M.M.T. Group being or falling to be disposed of or charged, or any right
arising under which any such interest assets or property could be required to
be disposed of or charged, in each case otherwise than in the ordinary course
of business;

         (v)      any member of the Wider M.M.T. Group ceasing to be able to
carry on business under any name under which it presently does so or ceasing to
be able to use in its business any name, trademark or other intellectual
property right which it at present uses, in each case on the same basis and
terms as at present apply;

         (vi)      the creation of any material liability actual or contingent
by any such member; or

         (vii)      the financial or trading position profits or prospects or
value or, business or assets of any member of the Wider M.M.T. Group being
prejudiced or adversely affected;

           and no event having occurred which, under any provision of any such
arrangement, agreement, licence, permit, franchise, facility, lease or other
instrument, could reasonably be expected to result, to an extent which is
material in the context of the Wider M.M.T. Group taken as a whole, in any of
the events or circumstances which are referred to in paragraphs (i) to (vii) of
this condition (f);

(g)         since 31 August 2002 except as disclosed in M.M.T.'s annual report
and accounts for the financial period then ended, (the 'Report and Accounts'),
or as disclosed in the Interim Statement of M.M.T. for the six months ended on
28 February 2003 (the 'Interim Statement') or as otherwise publicly announced
by M.M.T. (by the delivery of an announcement to the Regulatory News Service of
the London Stock Exchange or an appropriate regulatory information service in
accordance with the Listing Rules) prior to the date of this announcement (such
information being 'publicly announced') or save as disclosed by M.M.T. to
Microgen in writing prior to the date of this announcement no member of the
Wider M.M.T. Group having:

         (i)      issued or agreed to issue or authorised or proposed the issue
of additional shares of any class, or securities convertible into or
exchangeable for, or rights, warrants or options to subscribe for or acquire,
any such shares or convertible securities, save as between M.M.T. and wholly
owned subsidiaries of M.M.T., except for any options granted and any M.M.T.
Shares allotted upon the exercise of any options granted under the M.M.T. Share
Option Schemes;

         (ii)      recommended, declared, paid or made, or proposed the
recommendation, declaration or payment or making of, any bonus, dividend or
other distribution whether in cash or otherwise other than to wholly owned
members of the Wider M.M.T. Group;

         (iii)      made or committed to make or authorised or proposed or
announced an intention to propose any material change in its loan capital;

         (iv)      merged with or demerged or acquired any body corporate or
acquired or disposed of or (save in the ordinary course of business)
transferred, mortgaged or charged or created any security interest over any
assets or any right, title or interest in any assets (including shares and
trade investments) which are material in the context of the Wider M.M.T. Group
taken as a whole or authorised, proposed or announced its intention so to do;

         (v)      save as between M.M.T. and wholly owned subsidiaries of
M.M.T. issued, authorised or proposed or announced an intention to propose the
issue of any debentures or (save in the ordinary course of business) become
subject to any contingent liability or incurred or increased any indebtedness
or contingent liability which is material in the context of the Wider M.M.T.
Group taken as a whole;

         (vi)      purchased, redeemed or repaid or announced any proposal for
the purchase, redemption or repayment of any of its own shares or other
securities or reduced or made, or proposed the reduction or making of, any
other change to any part of its share capital;

         (vii)      entered into or varied or authorised or become bound by or
proposed the entry into or variation of, or announced its intention to enter
into or vary, any contract, transaction, arrangement or commitment (whether in
respect of capital expenditure or otherwise) outside the ordinary course of
business and which:

                    (A)      is of a long term, onerous or unusual nature or
magnitude; or

                    (B)      could be restrictive (to a material extent) to the
businesses of any member of the Wider M.M.T. Group or any member of the Wider
Microgen Group; or

                    (C)      involves or could involve an obligation of a long
term, onerous or unusual nature or magnitude which is material in the context
of the Wider M.M.T. Group and the Wider Microgen Group taken as a whole;
         (viii)      entered into, implemented, effected, authorised or
proposed or announced its intention to enter into, implement, effect, authorise
or propose any contract, reconstruction, amalgamation, scheme, commitment or
other transaction or arrangement otherwise than in the ordinary course of
business which is material in the context of the Wider M.M.T. Group taken as a
whole;

         (ix)      entered into or varied (in any material respect) or made any
offer (which remains open for acceptance) to enter into or vary (in any
material respect) the terms of any agreement, commitment, arrangement or
contract with any of the directors or senior executives or senior managers of
any member of the Wider M.M.T. Group;

         (x)      proposed, agreed to provide or modified (in any material
respect) the terms of any share option scheme, share scheme, incentive scheme
or other benefit relating to the employment or termination of any employee of
the Wider M.M.T. Group;

         (xi)      taken or proposed any corporate action or had any order made
or legal proceedings instituted or threatened in writing against it or petition
presented for its winding-up (voluntarily or otherwise), dissolution or
reorganisation or for the appointment of a receiver, administrator,
administrative receiver, trustee or similar officer of all or any of its assets
and revenues or for any analogous proceedings or steps having occurred in any
jurisdiction or for the appointment of any analogous person in any
jurisdiction;

         (xii)      made or agreed or consented to any material change to the
terms of the trust deeds constituting the pension schemes established for its
directors and/or employees and/or their dependants or to the benefits which
accrue, or to the pensions which are payable, thereunder, or to the basis on
which qualification for, or accrual of or entitlement to, such benefit or
pensions are calculated or determined or to the basis upon which the
liabilities (including pensions) or such pension schemes are funded or made, or
agreed or consented to any change to the trustees involving the appointment of
a trust corporation or allowed any deficit (actual or contingent) to arise or
persist in relation to the funding of any such scheme to an extent which is
material in the context of the Wider M.M.T. Group taken as a whole;

         (xiii)      been unable or admitted in writing that it is unable to
pay its debts or having stopped or suspended (or threatened to stop or suspend)
payment of its debts generally or ceased or threatened to cease carrying on all
or a substantial part of its business;

         (xiv)      waived or compromised or settled any material claim;

         (xv)      made any material alteration to its memorandum or articles
of association, or any other incorporation document; or

         (xvi)      entered into any agreement, contract, commitment or
arrangement or passed any resolution or made any offer (which remains open for
acceptance) or proposed with respect to any of the transactions, matters or
events referred to in this condition (g);

(h)         since 31 August 2002 except as disclosed in the Report and Accounts
or the Interim Statement or save as publicly announced prior to the date of
this announcement or save as disclosed by M.M.T. to Microgen in writing prior
to the date of this announcement there having been:

         (i)      no adverse change or deterioration in the business, assets,
financial or trading position or profits, assets or prospects of any member of
the Wider M.M.T. Group to an extent that is material in the Wider M.M.T. Group
taken as a whole;

         (ii)      no litigation, arbitration proceedings, prosecution or other
legal proceedings in each case of a material nature to which any member of the
Wider M.M.T. Group is or may become a party (whether as claimant or defendant
or otherwise) and no enquiry or investigation (save as a result of the Offer)
by or against or complaint or reference to any Third Party, in each case, of a
material nature in respect of any member of the Wider M.M.T. Group and no such
inquiry, investigation, complaint or reference having been threatened in
writing, announced, implemented or instituted by or remaining outstanding
against or in respect of any member of the Wider M.M.T. Group;

         (iii)      no contingent or other liability which has arisen or become
apparent or increased which has or might be likely to have a material adverse
effect on any member of the Wider M.M.T. Group taken as a whole; and

         (iv)      no steps having been taken which are likely to result in the
withdrawal, cancellation, termination or modification of any licence held by
any member of the Wider M.M.T. Group to an extent material in the context of
the Wider M.M.T. Group taken as a whole;

(i)         Microgen not having discovered, save as disclosed by M.M.T. to
Microgen in writing prior to the date of this announcement, that:

         (i)      any financial or business or other information concerning the
Wider M.M.T. Group which has been publicly disclosed at any time by or on
behalf of any member of the Wider M.M.T. Group, is misleading or contains a
misrepresentation of fact or omits to state a fact necessary to make any
information contained therein not misleading and was not corrected by
subsequent public announcement made on the London Stock Exchange in accordance
with the Listing Rules prior to the date of this announcement and which in any
such case is material in the context of the Wider M.M.T. Group taken as a
whole;

         (ii)      any member of the Wider M.M.T. Group which is not a
subsidiary undertaking of M.M.T. is subject to any liability (contingent or
otherwise) which is not fairly disclosed or adequately provided for in the
Report and Accounts or the Interim Statement and which is material in the
context of the Wider M.M.T. Group taken as a whole; or

         (iii)      circumstances exist whereby a person or class of persons
would be likely to have any claim or claims in respect of any product,
by-product or process of manufacture or service or materials used therein now
or previously manufactured, supplied, sold or in any way dealt with or handled
by any past or present member of the Wider M.M.T. Group where such claim is
material in the context of the Wider M.M.T. Group taken as a whole.

For the purpose of these conditions:

(A)      'Third Party' means any government, government department or
governmental, quasi-governmental, supranational, municipal, statutory,
regulatory, administrative or investigative body, authority (including any
national anti-trust, competition or merger control authorities or similar
authorities), court, trade agency, association, institution or professional or
environmental body or any other person or body whatsoever in any relevant
jurisdiction (including the London Stock Exchange, the Panel and the Inland
Revenue);

(B)      a Third Party shall be regarded as having 'intervened' if it has
taken, instituted, implemented or threatened in writing or has decided to take,
institute, implement or threaten any action, proceedings, suit, investigation,
enquiry or reference or made, proposed or enacted any statute, regulation,
decision or order or taken any measures or other steps or required any action
to be taken or information to be provided or otherwise having done anything and
'intervene' shall be construed accordingly; and

(C)      'Authorisations' means authorisations, orders, grants, recognitions,
determinations, certificates, confirmations, consents, licences, clearances,
permissions and approvals.

Subject to the requirements of the Panel, Microgen reserves the right to waive,
in whole or in part, all or any of the above conditions except conditions (a),
(b) and (c).

The Offer will lapse unless all the conditions are fulfilled or (if capable of
waiver) waived or, where appropriate, determined by Microgen to be or remain
satisfied by midnight on the later of (i) 21 days after the First Closing Date;
and (ii) the date which is 21 days after the date on which condition (a) is
fulfilled (or in each case such later date as the Panel may agree). The Offer
will lapse (unless otherwise agreed by the Panel) if, in relation to the
acquisition of M.M.T. by Microgen or any matters arising therefrom, there is a
referral to the Competition Commission before the later of 3.00 p.m. on (i) the
First Closing Date and (ii) the date on which the Offer becomes or is declared
unconditional as to acceptances.

Microgen shall be under no obligation to waive (if so capable of waiver) or to
determine to be or remain satisfied or to treat as fulfilled any of conditions
(d) to (i) (inclusive) by a date earlier than the latest date specified above
for the fulfilment thereof notwithstanding that the other conditions of the
Offer may at such earlier date have been waived or fulfilled and that there are
at such earlier date no circumstances indicating that any of such conditions
may not be capable of being fulfilled.

Each of conditions (a) to (i) inclusive shall be regarded as a separate
condition and shall not be limited by reference to any other condition.

If Microgen is required by the Panel to make an offer for M.M.T. Shares under
the provisions of Rule 9 of the City Code, Microgen may make such alterations
to the conditions of the Offer, including condition (a) above, as are necessary
to comply with the provisions of that Rule.

If the Offer lapses, the Offer will cease to be capable of further acceptance
and M.M.T. Shareholders accepting the Offer and Microgen shall upon the Offer
lapsing cease to be bound by acceptances delivered on or before the date on
which the Offer lapses.

APPENDIX II

(i)         Loss estimate of M.M.T. for the twelve months ended 31 August 2003

The M.M.T. Directors estimate that M.M.T.'s loss before tax, goodwill
amortisation and exceptional items for the year to 31 August 2003 will be not
greater than £100,000; its loss before tax and goodwill amortisation but after
exceptional items for the year to 31 August 2003 will be not greater than £
500,000; and its loss before tax but after goodwill amortisation and
exceptional items will be not greater than £810,000.

The above amounts are stated before taking into account any costs relating to
or resulting from the Offer, whether or not the Offer becomes or is declared
unconditional in all respects, including (without limitation) professional
advisers' fees and termination payments for loss of office.

Basis of preparation and principal assumptions

The above estimate includes the results shown by M.M.T.'s unaudited management
accounts for the year ended 31 August 2003. The loss estimate has been prepared
on the basis of M.M.T.'s accounting policies. It does not reflect any adjusting
balance sheet events which may arise subsequent to the date of this document,
including the impact of any impairment review of the carrying value of M.M.T.'s
goodwill.

(ii)       Letter from Ernst & Young LLP

The following is the text of a letter from Ernst & Young LLP dated 10 October
2003..

Ernst & Young LLP

1 More London Place

London

SE1 2AF

The Directors

Microgen plc

11 Park Street

Windsor

Berkshire

SL4 1LU

Close Brothers Corporate Finance

10 Crown Place

London

EC2A 4FT

The Directors

M.M.T. Computing plc

14 Angel Gate

City Road

London

EC1V 2PT

Credit Lyonnais Securities

Broadwalk House

5 Appold Street

London

EC2A 2DA

Dear Sirs

M.M.T. Computing plc ('M.M.T.')

We have reviewed the accounting policies and calculations for the estimates
(the 'Loss Estimate') made by M.M.T. and its subsidiary undertakings ('the
Group') for the year ended 31 August 2003 as set out in the Offer Announcement
dated 10 October 2003.

Responsibility

The Loss Estimate is the responsibility of the M.M.T. Directors. It is our
responsibility to form an opinion on the Loss Estimate and to report our
opinion to you.

Basis of opinion

We planned and performed our work so as to obtain all the information and
explanations which we considered necessary in order to provide us with
reasonable assurance that the Loss Estimate, so far as the accounting policies
and calculations are concerned, has been properly compiled on the basis stated.

We conducted our work in accordance with the Statement of Investment Circular
Reporting Standards issued by the Auditing Practices Board.

Opinion

In our opinion the Loss Estimate, so far as the accounting policies and
calculations are concerned, has been properly compiled on the basis of the
assumptions made by the directors of M.M.T. set out in Appendix II of the Offer
Announcement and has been prepared on a basis consistent with the accounting
policies normally adopted by M.M.T..

Yours faithfully

Ernst & Young LLP

(iii)     Letter from Credit Lyonnais Securities

The following is the text of a letter from Credit Lyonnais Securities dated 10
October 2003.

Credit Lyonnais Securities

Broadwalk House

5 Appold Street

London

EC2A 2DA

The Directors

M.M.T. plc

14 Angel Gate

City Road

London

EC2A 2DA

Dear Sirs

We refer to the estimate ('the Loss Estimate') made by M.M.T. Computing plc
('M.M.T.') as set out in the Offer Announcement dated 10 October 2003.

We have discussed with you and Ernst & Young LLP the Loss Estimate and the
bases and assumptions on which it is made. We have also discussed the
accounting policies and calculations for the Loss Estimate with Ernst & Young
LLP, auditors of M.M.T. and have considered their letter of today's date,
addressed to you and ourselves on this matter.

On the basis of the foregoing, we consider that the Loss Estimate, for which
you, as directors, are solely responsible, has been prepared with due care and
consideration.

Yours faithfully

For and on behalf of

Credit Lyonnais Securities

Appendix III

Other Information

Microgen had the following relevant securities in issue as at the close of
business on 9 October 2003:

ordinary shares of 5 pence each                                              
58,409,085

The ISIN for Microgen is GB0005869531.

M.M.T. had the following relevant securities in issue as at the close of
business on 9 October 2003:

ordinary shares of 5 pence each                                            
12,178,192

The ISIN for M.M.T. is GB0005503676.

Appendix IV

Definitions

The following definitions apply throughout this announcement unless the context
requires otherwise:

'Acquisition'      means the proposed acquisition of M.M.T. by way of the Offer
as described in this announcement

'Act'      means the Companies Act 1985 (as amended)

'Admission'      means the admission of the New Microgen Shares to the Official
List in accordance with the Listing Rules and to trading on the London Stock
Exchange's market for listed securities

 'Australia'      means the Commonwealth of Australia, its possessions, states
and territories in all areas subject to its jurisdiction and any political
sub-division thereof 'Canada' means Canada, its possessions, provinces and
territories and all other areas subject to its jurisdiction and any political
sub-divisions thereof

'certificated' or 'in certificated form' means a share or other security which
is not in uncertificated form (that is not in CREST)

'Close Brothers' means Close Brothers Corporate Finance Limited

'Closing Price' means the middle market quotation of an M.M.T. Share at the
close of business on a particular trading day as derived from the Daily
Official List of the London Stock Exchange

'Code' or 'City Code' means the City Code on Takeovers and Mergers

'Competition Commission'      means the body established under the Competition
Act 1998

'Credit Lyonnais Securities'      means Credit Lyonnais Securities, which is
regulated by the Financial Services Authority and is a Member of the London
Stock Exchange

'Enlarged Group' means the Microgen Group as enlarged by the Acquisition

 'Extraordinary General Meeting' or 'EGM' means the extraordinary general
meeting of Microgen convened for the purposes of approval of the Acquisition

'First Closing Date'      means the date which will be described as such in the
Offer Document

'Form of Acceptance' means the form of acceptance, election and authority
relating to the Offer which will accompany the Offer Document

'FSMA' means the Financial Services and Markets Act 2000

'Japan' means Japan, its cities and prefectures and possessions

'Listing Particulars' means the listing particulars to be issued relating to
Microgen and the New Microgen Shares which will be prepared in accordance with
the Listing Rules

'Listing Rules' means the listing rules made pursuant to Part VI of FSMA

'London Stock Exchange' means London Stock Exchange plc

'Microgen' means Microgen plc, a company incorporated in England and Wales with
registered number 1602662

'Microgen Board' or 'Microgen Directors' means the board of directors of
Microgen and 'Microgen Director' means any one of them

'Microgen Group' means Microgen plc, and its subsidiaries and associated
undertakings and, where the context permits, each of them

'Microgen Shares'      means ordinary shares of 5 pence in the share capital of
Microgen
'Mix and Match Election' means the facility under which M.M.T. Shareholders who
validly accept the Offer may elect to receive the New Microgen Shares and/or
cash to which they would otherwise be entitled under the Offer in different
proportions to that provided under the basic terms of the Offer

'M.M.T.' means M.M.T. Computing Public Limited Company, a company incorporated
in England and Wales with registered number 1366291

'M.M.T. Board' or 'M.M.T. Directors' means the directors of M.M.T., 'M.M.T.
Director' means any one of them

'M.M.T. Group' means M.M.T. and its subsidiary undertakings and, where the
context permits, each of them

'M.M.T. Options' means options over M.M.T. Shares pursuant to the terms of the
M.M.T. Share Option Schemes

'M.M.T. Shares' means the existing, issued or unconditionally allotted and
fully paid ordinary shares of 5p each in the capital of M.M.T. and any further
such shares which are issued or unconditionally allotted and are fully paid
while the Offer remains open for acceptances (or such earlier date as Microgen
may, subject to the Code, decide) upon the exercise of any options under the
M.M.T. Share Option Schemes or otherwise

'M.M.T. Shareholders' means holders of M.M.T. Shares

'M.M.T. Share Option Schemes' means the share option schemes of M.M.T.,
comprising the M.M.T. 1996 Unapproved Share Option Scheme and the M.M.T.
Approved Share Option Scheme

 'New Microgen Shares' means the new Microgen Shares to be issued pursuant to
the Offer as part of the consideration under the Offer

'Offer' means the recommended offer to be made by Close Brothers on behalf of
Microgen to acquire all of the M.M.T. Shares other than those already owned by
Microgen on the terms and subject to the conditions to be set out in the Offer
Document and the Form of Acceptance including, where the context permits, any
subsequent revision, variation, extension, re-introduction or renewal of such
offer

'Offer Announcement' means this announcement

'Offer Document' means the document to be sent to M.M.T. Shareholders
containing the full terms and conditions of the Offer

 'Offer Price' means 147 pence for each M.M.T. Share (comprising 42 pence in
cash and 2.318 New Microgen Shares valued by reference to the average middle
market closing price of 45.3 pence per Microgen Share over the five business
days prior to the date of the Offer Announcement)

'Official List' means      the official list of the UK Listing Authority

'Overseas Shareholders' means M.M.T. Shareholders who are resident in or
nationals or citizens of jurisdictions outside the United Kingdom or who are
nominees of, or custodians or trustees for, any such residents, citizens or
nationals

'Panel' means the Panel on Takeovers and Mergers

'Substantial Interest' means a direct or indirect interest in 20 per cent. or
more of the voting equity capital of an undertaking.

'uncertificated' or 'uncertificated form' means a share or other security title
to which is recorded on the relevant register of the share or security
concerned as being held in uncertificated form i.e. in CREST and title to
which, by virtue of the Regulations, may be transferred by means of CREST

'United Kingdom' or 'UK' means the United Kingdom of Great Britain and Northern
Ireland

'UK Listing Authority' means the Financial Services Authority acting in its
capacity as the competent authority for the purposes of Part VI of the
Financial Services and Markets Act 2000

'United States' or 'USA' means the United States of America (including the
District of Columbia), its territories and possessions, any state of the United
States of America and all other areas subject to its jurisdiction

'Wider Microgen Group' means Microgen and its subsidiary undertakings and
associated undertakings and other undertakings in which Microgen and such
undertakings (aggregating their interests) have a Substantial Interest

'Wider M.M.T. Group' means M.M.T. and its subsidiary undertakings and
associated undertakings and other undertakings in which M.M.T. and such
undertakings (aggregating their interests) have a Substantial Interest

For the purposes of this announcement, 'subsidiary', 'subsidiary undertaking',
'undertaking' and 'associated undertaking' have the meanings given by the Act
(but for this purpose ignoring paragraph 20(1)(b) of Schedule 4A of the Act).