Mobrey Acquired from Meggitt Plc

Roxboro Group PLC
15 December 1999


The Roxboro Group PLC - Acquisition of Mobrey

The Roxboro Group PLC ('Roxboro' or the 'Group') announces
that it has agreed to acquire the entire issued ordinary share
capital of the group of companies forming the Mobrey Group
('Mobrey') (the 'Acquisition').

- The total consideration payable for Mobrey is £22.25 million
  in cash

- Mobrey is a niche-market leading manufacturer of level, flow
  and pressure instrumentation products

- The Acquisition will increase the product range, enhance the
  research and development capabilities and broaden the route to
  market of Roxboro's instrumentation division

- Sustainable savings of not less than £3.5 million per year
  are expected to be generated by the end of 2000

- Roxboro's current trading continues to be encouraging

Commenting on the acquisition, Harry Tee, Group Chief
Executive, said:

'This Acquisition is consistent with our strategy of focusing
on measurement technologies in the controls sector and
continues the rationalisation in the sector which began some
time ago.  By combining Solartron and Mobrey, we can achieve
substantial synergies and create a company with strong
positions in key market niches.

Although there will be costs incurred in the rationalisation
process, the longer term profitability of the combined
business will be significantly enhanced.'


The Roxboro Group PLC - Acquisition of Mobrey

The Roxboro Group PLC announces that it has agreed to acquire
the entire issued ordinary share capital of each company in
the Mobrey Group.

The Mobrey Group is being acquired from Meggitt PLC for a
consideration of £22.25 million in cash.

Information on Mobrey

Mobrey  is  a  UK based group employing more than 600  people,
with  manufacturing facilities in the UK, Germany  and  France
and  additional distribution facilities in Belgium, Sweden and
Poland.

Mobrey  manufactures level, flow and pressure  instrumentation
products for liquid and gas measurement, ranging from magnetic
level  switches  to  ultrasonic  sensing  devices  and  has  a
presence  in  a  number of these markets including  a  leading
position  in  level measurement in the UK and a strong  market
position in Europe. By product category, approximately 80  per
cent. of Mobrey's business is related to level sensing, whilst
the  remainder is split between flow and pressure  measurement
devices.

Mobrey  has a broad customer base with no significant reliance
on  any one individual customer.  Its products are sold  to  a
diverse  range of industries, which include the petrochemical,
energy, utilities and marine sectors.

During  1997,  Mobrey  undertook an extensive  review  of  its
business, markets and operations.  The restructuring  exercise
led  to  the  rationalisation of its manufacturing operations,
including a relocation to new production facilities in Slough,
and  a  substantial  increase in  Mobrey's  focus  on  product
research  and development (research and development costs  for
the  year  ended  31 December 1998 were £709,000  compared  to
£337,000   for  the  year  ended  31  December   1997).    The
restructuring  exercise led to redundancy  and  reorganisation
charges  of  £2,147,000 and £1,536,000 in the years  ended  31
December  1998  and  31 December 1997 respectively.   Improved
operational  efficiencies and increased focus on  new  product
development  should result in substantial benefits  in  future
years.

For  the year ended 31 December 1998, Mobrey reported  a  loss
before   tax   of  £2,653,000  (1997:  loss  £940,000)   after
redundancy  and  reorganisation charges of  £2,147,000  (1997:
£1,536,000) from sales of £31,458,000 (1997: £35,756,000).  As
at  31  December  1998,  Mobrey  had  shareholders'  funds  of
£1,978,000 (1997: £2,961,000).

Reasons for the Acquisition

Roxboro's  stated strategy is to secure market  leadership  in
the  niche  technology  markets in  which  it  operates,  both
through   investment   in   organic   growth   and   selective
acquisitions.

The  board believes that the combination of the Roxboro Group,
and in particular Solartron, with Mobrey provides an excellent
strategic,  geographical and operational  fit  and  the  board
expects  that  the  Acquisition  will  generate  a  number  of
substantial  benefits and opportunities to the enlarged  group
by:

-  increasing  the  instrumentation division's product  range,
   leading  to  a strengthening of the division's presence  in
   its markets;

-  strengthening  the  division's product  innovation  through
   the enhancement of research and development capabilities;

-  broadening  the  Roxboro  Group's  routes  to  market   and
   enabling  the  Group  to develop the Solartron  and  Mobrey
   brand  names in combination to increase the penetration  of
   Solartron's current product range into the European  market
   and improve sales of Mobrey's product range in the US;

-  creating   significant  and  sustainable  synergy  benefits
   through   the   combination  of  manufacturing  capability,
   expertise  in  research and development and purchasing  and
   through  the  consolidation  of administration,  sales  and
   service  networks.  Estimated one off costs of £5.5 million
   are  expected  by  the end of 2000 to generate  sustainable
   savings of not less than £3.5 million per year.

At  the  time of the interim statement, the board referred  to
its  expectation  of a sale and lease back of the  Farnborough
site which had been acquired earlier in the year.  As a result
of  the Acquisition, the board has decided to consider further
the  utilisation of this site as part of the integration  plan
for Mobrey.

Outlook and prospects

The  acquisition of Mobrey and the successful  integration  of
Norwich  Aero Products and ISA controls, which were  purchased
earlier in 1999, are expected to strengthen Roxboro in its key
strategic markets.

At  the  time  of Roxboro's interim results in September,  the
Group  commented that given a significant improvement  in  its
order  book since the beginning of 1999 and signs of  economic
recovery in Asia, 'the immediate and longer term prospects for
Roxboro  are  encouraging'.  On the basis of  trading  at  the
Roxboro  Group  for the eleven months to the end  of  November
1999, the Group sees no reason to change this view.

The  trading  performance of Mobrey for  the  five  months  to
November 1999 has improved over the first five months  of  the
financial  year,  although the market in the  general  process
sector  remains depressed.  Whilst there are some early  signs
of  improvement in this market, the board does not  expect  to
see  a  significant  upturn until the  second  half  of  2000.
Additionally,  Roxboro will incur reorganisation  costs  as  a
result   of   the   integration  of  Mobrey   with   Roxboro's
instrumentation  division.  Estimated one off  costs  of  £5.5
million   are  expected  by  the  end  of  2000  to   generate
sustainable savings of not less than £3.5 million per year.

Terms of the Acquisition

The  Acquisition values the entire ordinary share  capital  of
each  of  the  companies in the Mobrey Group at  approximately
£22.25 million in aggregate.  This payment is subject to pound
for  pound  adjustment in respect of any positive or  negative
cash  balance of the Mobrey Group on completion, subject to  a
maximum  additional  payment  by  Roxboro  of  £700,000.   Any
downward adjustment is unlimited.

Roxboro  intends to finance the Acquisition through  a  three-
year revolving credit facility with National Westminster Bank,
Bank of Scotland and First Union National Bank.

The  Acquisition is conditional upon the approval  of  Roxboro
shareholders  at  an  Extraordinary  General  Meeting  of  the
Company to be held on 7 January 2000.

A  circular to Roxboro shareholders giving further details  of
the  Acquisition  and containing notice of  the  Extraordinary
General  Meeting seeking approval for the Acquisition will  be
sent to shareholders today.

Contacts

The Roxboro Group PLC
Harry Tee,      Chief Executive         Tel no: 01223 424626
Alf Vaisey,     Finance Director        Tel no: 01223 424626

Cazenove & Co.
Julian Cazalet                          Tel no: 0171 588 2828

Square Mile Communications Limited
Alistair Mackinnon-Musson               Tel no: 0171 601 1000