Acquisition

Capita Group PLC
29 May 2001

                                                                   29 May 2001



Capita to provide end-to-end outsourcing services for the insurance market


         Proposed acquisition of the UK business of McLarens Toplis.


The Capita Group Plc ('Capita') is to acquire 100% of the share capital of
McLaren Dick & Company Ltd ('McLarens'), the UK business of McLarens Toplis, a
leading provider of services to the insurance sector and the UK's second
largest loss adjusting company.  The total purchase consideration is £33
million of which £5 million is subject to retention until April 2003.



Capita has received wholly irrevocable acceptances of the offer from
shareholders holding 75% of the share capital in McLarens.  The offer is
expected to be accepted in full by 15 June 2001.  The consideration is payable
in a combination of cash, loan notes and new ordinary shares in Capita as
selected by each individual shareholder in McLarens. The acquisition is
anticipated to be earnings enhancing for Capita in the current year.



Capita is not purchasing the residual international business of McLarens
Toplis, which is being retained by the existing shareholders and will be
trading solely outside the UK as McLarens International Group.



With over 1800 people working across 70 sites in the UK, McLarens provides
complete outsourcing services for claims management and delivers both
commercial and domestic loss adjusting services.  McLarens handles all major
classes of insurance primarily through long-term contracts for its extensive
customer base, which includes all the major UK General Insurers.  The business
will be renamed Capita McLarens.



In the year to 30 April 2001, the UK business of McLaren Dick & Company Ltd
reported a trading profit of £3.6 million before Partners' bonuses (2000
audited: £5.1 million) on turnover of £73 million (2000 audited: £70 million).
  At 30 April  2001, McLarens had net assets of £5 million.



Commenting on the acquisition, Rod Aldridge, Executive Chairman said:



'It is clear that the insurance market is currently undergoing significant
change and there is an increasing interest in the opportunities afforded by
outsourcing the entire policy management process, spanning initial interaction
with customers right through to claims administration and settlement.  The
acquisition of McLarens coupled with Capita's existing capability, delivered
through Capita Eastgate, provide Capita with an unparalleled capability to
provide a total outsourcing service to the UK insurance sector. Our customer
bases are complementary and there will be excellent opportunities to develop
and add value to these customers with the bringing together of our services
and expertise.  We estimate that this market is worth some £4 billion a year
and is currently delivered in-house.'



Ian Muress, Group Chief Executive of McLarens added:



'Capita's scale, financial strength and track record in the insurance sector
gives a very real opportunity for McLaren's to develop business of a size
which would not have been possible under private ownership.  We have already
identified a number of opportunities to provide a wide range of insurance
outsourcing services to our existing customer base and Capita's ownership will
assist these to come to fruition.'





                                    -Ends-



For further information:
The Capita Group Plc                                              020 7799 1525
Rod Aldridge, Executive Chairman
Paul Pindar, Chief Executive
Shona Nichols, Group Marketing Director

Press Office                                                      020 7544 3141

Issued by

Hogarth Partnership                                               020 7357 9477
James Longfield/Georgina Briscoe



Notes to Editors


The Capita Group Plc


The Capita Group Plc is one of the largest and fastest growing professional
support services organisations in the UK. Capita provides an integrated range
of professional support services on long-term contracts across the private
sector, local and central government and education in the UK.  With over
11,000 people working across a network of over 120 sites, generating a
turnover in excess of £450 million, Capita's achievements promoted it to the
FTSE 100 in 2000.


Capita draws on their wide base of skills and sector expertise to generate and
successfully implement tailored service solutions.  Capita's capability spans
leading edge customer and administration services, HR services, IT and
strategic support, software and property consultancy.  Capita Eastgate
currently has over 500 clients, deals with 5million assistance calls, collects
9 billion in premiums, and administers 1 million claims a year.