Compulsory Acquisition Documents

Not for release, publication or distribution in, into or from the United
States, Canada, Australia or Japan.

               RECOMMENDED OFFER TO ACQUIRE ITNET PLC ('ITNET')                

                         MADE BY LAZARD & CO., LIMITED                         

                    ON BEHALF OF SERCO GROUP PLC ('SERCO')                     

                    COMPULSORY ACQUISITION DOCUMENTS POSTED                    

On 16 December 2004, Serco announced a cash offer with a partial share
alternative to acquire the entire issued and to be issued ordinary share
capital of ITNET which is unanimously recommended by the ITNET Board of
Directors.

COMPULSORY ACQUISITION

Serco has previously announced that it was entitled and intended to
compulsorily acquire the remaining ITNET Shares pursuant to sections 428 to
430F of the Companies Act 1985.

Serco now announces that it has posted the compulsory acquisition notices,
pursuant to section 429(4) of the Companies Act 1985, to the remaining holders
of ITNET Shares.

THE OFFER

The Offer will remain open until 3.00 p.m. (London time) on 1 April 2005
(unless further extended).

PARTICIPATION IN SERCO'S FINAL 2004 DIVIDEND

Any New Serco Shares issued in connection with the Offer will be entitled to
any final Serco dividend for the year ended 31 December 2004 if the accepting
ITNET Shareholder concerned has been allotted New Serco Shares before the
record date for any such final dividend. Serco now expects the record date for
any such final dividend to be on or about 11 March 2005. The announcement of
Serco's preliminary results for the year ended 31 December 2004 is expected to
take place on or about 1 March 2005.

The New Serco Shares allotted to former ITNET shareholders who have made a
valid election under the compulsory acquisition will not be allotted in time
for those shareholders to be able to participate in Serco's final 2004 dividend
in respect of those shares.

If an ITNET shareholder accepts the Offer and elects for the Share Alternative
and their valid acceptance is received at least 14 days before the record date
for Serco's final 2004 dividend, he will be able to participate in any such
final dividend in respect of the New Serco Shares issued to him.

ENQUIRIES

Serco Group plc                                   [phone]        
                                                                             
Andrew Jenner, Finance Director                                              
                                                                             
Dominic Cheetham, Director of Corporate Communications                       
                                                                             
Richard Hollins, Head of Investor Relations                                  
                                                                             
Lazard & Co., Limited (Financial Adviser to       [phone]        
Serco)                                                                       
                                                                             
Paul Jameson                                                                 
                                                                             
Samuel Bertrand                                                              
                                                                             
Merrill Lynch International (Corporate Broker to  [phone]        
Serco)                                                                       
                                                                             
Simon Fraser                                                                 
                                                                             
Andrew Osborne                                                               

OTHER INFORMATION

Terms used in this announcement shall have the same meaning as those in the
Offer Document, unless the context otherwise requires.

The Offer will not be made, directly or indirectly, in or into, or by use of
the mails or any means of instrumentality (including without limitation
facsimile transmission, telex and telephone) of interstate or foreign commerce
of, or any facilities of a national securities exchange of the United States,
nor will it be made in or into Canada, Australia or Japan. Accordingly, copies
of this announcement are not being, and must not be, mailed or otherwise
distributed or sent in or into or from the United States, Canada, Australia or
Japan and persons receiving this announcement (including custodians, nominees
and trustees) must not distribute or send it in, into or from the United
States, Canada, Australia or Japan.

This announcement does not constitute, or form any part of, any offer for, or
solicitation of any offer for securities. Any acceptance or other response to
the Offer should be made only on the basis of the information contained in the
Offer Document and the Form of Acceptance.

Lazard & Co., Limited, which is regulated in the United Kingdom by the
Financial Services Authority, is acting for Serco and no-one else in connection
with the Offer and will not be responsible to anyone other than Serco for
providing the protections afforded to customers of Lazard & Co., Limited.

Merrill Lynch International, which is regulated in the United Kingdom by the
Financial Services Authority, is acting as sole corporate broker to Serco and
no-one else in connection with the Offer and will not be responsible to anyone
other than Serco for providing the protections afforded to customers of Merrill
Lynch International.