Recommended Cash Offer

INTEREUROPE TECHNOLOGY SERVICES PLC
21 July 1999


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


                           RECOMMENDED CASH OFFER

                                    by

                         RIDGMOUNT HOLDINGS LIMITED

                                   for

         THE ORDINARY SHARES OF INTEREUROPE TECHNOLOGY SERVICES PLC

      not already conditionally acquired by Ridgmount Holdings Limited


Summary

The Board of Ridgmount Holdings Limited ('Ridgmount') and the Independent
Directors of Intereurope Technology Services Plc ('Intereurope') announce that
they have agreed the terms of a recommended cash offer for Intereurope to be
made by Ridgmount, a company wholly owned by David Immanuel, the Chairman of
Intereurope.

The Offer, which will be recommended by the Independent Directors of
Intereurope who are being advised by Investec Henderson Crosthwaite, is 120
pence in cash per Intereurope Share.  The Offer values Intereurope's existing
issued ordinary share capital at approximately £5.225 million.

The Offer represents a premium of approximately 33% over the closing middle
market price of Intereurope Shares on 20 July 1999 (the last day prior to the
announcement of the Offer).

Under Conditional Share Exchange Agreements Ridgmount will acquire, subject to
the offer being declared unconditional in all respects, 1,187,178 Intereurope
Shares, representing 27.2% of Intereurope's entire existing issued ordinary
share capital, from David Immanuel and the Trustees of the Language Studies
Retirement Fund, the retirement fund of Language Studies International
Limited, a company in which the majority of shares are owned by David
Immanuel.

In addition, Ridgmount has received irrevocable undertakings to accept the
Offer in respect of 1,465,897 Intereurope Shares, representing 33.7% of
Intereurope's entire existing issued ordinary share capital, which taken
together with shares conditionally agreed to be acquired constitute 60.9% of
the Intereurope Shares.  Unless otherwise agreed with Ridgmount and McClure
Naismith, these undertakings will only come into effect if acceptances of the
Offer are received for such number of Intereurope Shares as, when added to the
Intereurope Shares which Ridgmount has conditionally agreed to acquire and the
Intereurope Shares the subject of these irrevocable undertakings, equals at
least 75% of the entire issued share capital of Intereurope.

Commenting on the Offer, Alan Bratchell, an Independent Director of
Intereurope said:

'In the light of the approach by Ridgmount the Independent Directors have
analysed alternatives with a view to maximising Shareholder value.  We believe
that the Offer provides shareholders with an immediate opportunity to realise
value at a premium of more than 30% to the current share price.'

Enquiries

Ridgmount Holdings Limited
David Immanuel
Telephone:  [phone]

Intereurope Technology Services Plc
Alan Bratchell
Telephone:  [phone]

Alan Horn
Telephone:  [phone]

This Summary should be read in conjunction with the full text of this
announcement.  Appendix II contains the definitions of terms used in this
Summary and in the Announcement which follows.

The Directors of Ridgmount, The Independent Directors and the Directors of
Intereurope accept responsibility as set out in the Announcement which follows
for the contents of this summary which has been approved for the purposes of
Section 57 of the Financial Services Act 1986 only by McClure Naismith,
solicitors in Scotland, of Pountney Hill House, 6 Laurence Pountney Hill,
London EC4R 0BL and who are authorised by The Law Society of Scotland in the
conduct of investment business.  With the exception of any responsibility
arising from the approval for the purposes of Section 57 of the Financial
Services Act 1986 only, McClure Naismith have not undertaken and will not owe
any other duty to any person in relation to this summary save for Ridgmount
for whom they have acted as legal advisers (including in relation to the
requirements of the City Code) only.

Investec Henderson Crosthwaite, a division of Investec Bank (UK) Ltd which is
regulated in the UK by The Securities and Futures Authority Limited, are
acting for the Independent Directors and Intereurope and no-one else in
connection with the Offer and will not be responsible to anyone else other
than the Independent Directors and Intereurope for providing the protections
afforded to clients of Investec Henderson Crosthwaite, nor for providing
advice in relation to the Offer, the contents of this announcement or any
transaction or arrangement referred to herein.

RECOMMENDED CASH OFFER by RIDGMOUNT HOLDINGS LIMITED for THE ORDINARY SHARES
OF INTEREUROPE TECHNOLOGY SERVICES PLC not already conditionally acquired by
Ridgmount Holdings Limited

1   Introduction

The Board of Ridgmount Holdings Limited ('Ridgmount') and the Independent
Directors of Intereurope Technology Services Plc ('Intereurope') announce that
agreement has been reached on the terms of a recommended cash offer to be made
by Ridgmount for the whole of the issued and to be issued ordinary share
capital of Intereurope not already conditionally acquired by Ridgmount. 
Ridgmount is a private company which is wholly owned by David Immanuel, the
Chairman of Intereurope, and has been formed for the purpose of acquiring
Intereurope.  Intereurope shareholders are being recommended to accept the
Offer by the Independent Directors.

Ridgmount has conditionally agreed to acquire from David Immanuel and the
Trustees of the Language Studies Retirement Fund ('the Trustees'), the
retirement fund of Language Studies International Limited (a company in which
the majority of shares are owned by David Immanuel), 1,187,178 Intereurope
Shares, representing approximately 27.2 per cent of the existing issued share
capital of Intereurope, subject to the Offer becoming unconditional.

The Trustees currently own a further 192,075 Intereurope Shares, representing
approximately 4.4 per cent of Intereurope's existing issued ordinary share
capital.  The Offer is being made to the Trustees and they have given an
irrevocable undertaking to accept the Offer in respect of its holding of
192,075 Intereurope Shares.

Ridgmount has received additional irrevocable undertakings to accept the Offer
from Harold Immanuel, Paicolex Trust Management AG and Elpindene Limited (a
company owned by the members of the Immanuel family) in respect of, in
aggregate, 1,273,822 Intereurope Shares, being all of the Intereurope shares
held by them, representing approximately 29.3 per cent of Intereurope's
existing issued ordinary share capital.

Unless otherwise agreed with Ridgmount and McClure Naismith such undertakings
to accept the Offer will only come into effect if acceptances of the Offer are
received for such number of Intereurope Shares as when added to the
Intereurope Shares which Ridgmount has already conditionally agreed to acquire
and the Intereurope Shares the subject of these irrevocable undertakings equal
at least 75% of Intereurope's existing issued ordinary share capital.  In such
circumstances the undertakings will cease to be binding only if the Offer
lapses or is withdrawn.

Therefore, on 20 July 1999, being the last business day prior to this
announcement, Ridgmount had conditionally agreed to acquire or had received
irrevocable undertakings to accept the Offer in respect of in aggregate
2,653,075 Intereurope Shares, representing approximately 60.9 per cent of the
existing issued ordinary share capital of Intereurope.

2   The Offer

Ridgmount will offer to acquire all of the issued and to be issued Intereurope
Shares not already conditionally acquired by it on the following basis:

        for each Intereurope Share 120 pence in cash

The Offer values the entire issued ordinary share capital of Intereurope at
approximately £5.225 million and represents a premium of approximately 33%
over the closing middle-market price of 90 pence per Ordinary Share on 20 July
1999, being the last business day before this announcement.

Intereurope shares will be acquired by Ridgmount fully paid and free from any
liens, charges, encumbrances, equitable interests and other third party
interests of any nature whatsoever and together with all rights attaching
thereto, including without limitation, the right to receive and retain in full
all dividends and other distributions declared, made or paid after the date
the Offer is made.

McClure Naismith are satisfied that the resources available to Ridgmount are
sufficient to satisfy full acceptance of the Offer.

Full acceptance of the Offer would involve a maximum cash payment of
approximately £3.8 million.  The consideration payable under the Offer is
supported by a bank facility of up to to £3.4 million provided by National
Westminster Bank Plc and additional cash resources of Ridgmount exclusively
available for that purpose.

3   Information regarding Ridgmount and David Immanuel

Ridgmount is a new private company formed for the purpose of making the Offer
and wholly owned by Mr David Immanuel.

David Immanuel was born in 1947.  He has been a director of Intereurope since
1971 and its Chairman since 1976.  He was instrumental in floating Intereurope
on the Unlisted Securities Market in 1982 and moving it to a full listing in
1984.  He has other business interests in the private education sector.  David
Immanuel currently owns 831,025 Intereurope shares.  The Trustees of the
Language Studies Retirement Fund, the retirement fund of Language Studies
International Limited (a company in which the majority of shares are owned by
David Immanuel) owns 548,228 Intereurope shares.

4   Information regarding Intereurope

The principal activities of Intereurope are technical support services,
technical publishing and electronic manufacturing.

5   Background to and reasons for the Offer

Since 1982, David Immanuel and members of his family have held a majority of
the Intereurope Shares.  Since the early 1990's there has been a general
decline in the Technical Documentation Division of Intereurope (then its core
business) largely as a result of a reduction in the needs of the defence,
aerospace, power and engineering industries which were major customers of the
business.

The Board of Ridgmount believes that full acceptance of the Offer will:

(i)   enable shareholders to realise their investment in Intereurope without
incurring dealing charges at a price which represents a premium of
approximately 33% to the Intereurope share price on 20 July 1999 being the
last day of dealings prior to the announcement of the Offer; and 

(ii)  in the event of the listing of Intereurope Shares on the Official List
of the London Stock Exchange being cancelled as proposed below, remove from
Intereurope the financial, managerial and regulatory burden of being a public
listed company.

6   De-Listing of Intereurope Shares

If the Offer becomes or is declared unconditional in circumstances where
Ridgmount holds more than 75% of the entire issued share capital of
Intereurope there will no longer be sufficient Intereurope shares in public
hands to comply with the Listing Rules of the London Stock Exchange and an
application will be made for the listing of Intereurope Shares on the Official
List of the London Stock Exchange to be cancelled.  The cancellation would
take effect 20 business days after the date the Offer becomes or is declared
wholly unconditional at a level of acceptances which when added to the
Intereurope shares already held by Ridgmount means that Ridgmount holds more
that 75% of the entire issued share capital of Intereurope.

7 Compulsory Acquisition

If sufficient acceptances are received, Ridgmount intends to apply the
provisions of sections 428-430F of the Companies Act to acquire compulsorily
any outstanding Intereurope Shares to which the Offer relates.

8   Intereurope Share Option Schemes

The Offer will extend to Intereurope Shares (including any Intereurope Shares
unconditionally allotted or issued upon exercise of options under the
Intereurope Share Option Schemes)  issued or unconditionally allotted before
the Offer closes or before such earlier date as, subject to the City Code,
Ridgmount may decide.

To the extent that options granted under the Intereurope Share Option Schemes
are not exercised or are not capable of being exercised prior to the Offer
being declared unconditional, appropriate proposals will be made in due course
to Optionholders.

9   Management and Employees

Ridgmount has confirmed to the Board that the existing employment rights,
including pension rights, of Intereurope's employees will be fully
safeguarded.  Ridgmount intends to continue to carry on the existing business
of Intereurope and its subsidiaries.

10  United Kingdom Taxation

Acceptance of, and the receipt of the cash consideration under, the Offer will
constitute a disposal for the purposes of United Kingdom taxation of capital
gains and may give rise to a liability to taxation depending on the
circumstances of the Intereurope shareholder concerned.

11 Recommendation

The Independent Directors who have been so advised by its financial advisers,
Investec Henderson Crosthwaite, consider that the terms of the Offer are fair
and reasonable and in the interests of shareholders as a whole and the
Independent Directors unanimously recommend Intereurope shareholders to accept
the Offer.  In providing this advice to the Independent Directors, Investec
Henderson Crosthwaite has taken into account the commercial assessment of the
Independent Directors.

David Immanuel who is a director of Intereurope is also a director of and
interested in the share capital of Ridgmount.  Accordingly, he has not
participated in the consideration of the Offer by the Independent Directors
nor in their decision to recommend the Offer.

12 General

The Offer will be subject to the terms and conditions contained in Appendix I
to this announcement and such further terms as may be required to comply with
the rules and regulations of the London Stock Exchange and the provisions of
the City Code.

The Offer Document, containing the full terms and conditions of the Offer, and
the Form of Acceptance will be despatched in the next few days.

The availability of the Offer in jurisdictions outside the UK or to persons
who are citizens, nationals or residents of other countries outside the UK may
be affected by the laws of the relevant jurisdictions in which they are
resident.  Persons who are citizens, nationals or residents of other countries
outside the UK should inform themselves of, and observe, any applicable legal
requirements.

The conditions and certain further terms of the Offer are set out in Appendix
I to this announcement.

The definitions used in this announcement are contained in Appendix II.

The Offer is not being made directly or indirectly in or into the United
States, Canada, Australia or Japan or by the use of the mails, or by means of
or instrumentality of interstate or foreign commerce, or any facility of a
national securities exchange, of the United States, Canada, Japan or
Australia.  Accordingly, neither this announcement, the formal Offer Document
nor any accompanying documents are being sent, and must not be, mailed or
otherwise distributed or sent in, into or from the United States, Canada,
Japan or Australia and persons (including custodians, nominees and trustees)
receiving this document or the formal Offer Document and/or any accompanying
documents must not distribute or send them in, into or from the United States,
Canada, Japan or Australia.

13  Enquiries


Ridgmount Holdings Limited
David Immanuel
Telephone:  [phone]

Intereurope Technology Services plc
Alan Bratchell
Telephone:  [phone]

Alan Horn
Telephone:  [phone]

This announcement has been issued by Ridgmount.

The Directors of Ridgmount, the Independent Directors and the Directors of
Intereurope accept responsibility as set out below for the contents of this
announcement which has been approved for the purposes of Section 57 of the
Financial Services Act 1986 only by McClure Naismith, solicitors in Scotland,
of Pountney Hill House, 6 Laurence Pountney Hill, London EC4R 0BL and who are
authorised by The Law Society of Scotland in the conduct of investment
business.  With the exception of any responsibility arising from the approval
for the purposes of Section 57 of the Financial Services Act 1986 only,
McClure Naismith have not undertaken and will not owe any other duty to any
person in relation to this announcement save for Ridgmount for whom they have
acted as legal advisers (including in relation to the requirements of the City
Code) only.

Investec Henderson Crosthwaite, a division of Investec Bank (UK) Limited,
which is regulated in the UK by The Securities and Futures Authority Limited,
are acting for the Independent Directors and Intereurope and no-one else in
connection with the Offer and will not be responsible to anyone else other
than the Independent Directors and Intereurope for providing the protections
afforded to clients of Investec Henderson Crosthwaite, nor for providing
advice in relation to the Offer, the contents of this announcement or any
transaction or arrangement referred to herein.

The directors of Ridgmount, David Immanuel and Paul Samuels, accept
responsibility for the information contained in this announcement other than
that for which the Independent Directors and the Board of Intereurope accept
responsibility as set out below.  To the best of the knowledge and belief of
the directors of Ridgmount (who have taken all reasonable care to ensure that
such is the case), the information for which they accept responsibility in
this announcement is in accordance with the facts and does not omit anything
likely to affect the import of such information.

The Independent Directors accept responsibility for the opinions of the
Independent Directors relating to the recommendation of the Offer as set out
in this announcement.  To the best of the knowledge and belief of the
Independent Directors (who have taken all reasonable care to ensure that such
is the case), the information contained in this announcement for which they
are responsible is in accordance with the facts and does not omit anything
likely to affect the import of such information.

The directors of Intereurope accept responsibility for the information
contained in this announcement relating to Intereurope and the directors of
Intereurope.  To the best of the knowledge and belief of the directors of
Intereurope (who have taken all reasonable care to ensure that such is the
case), the information for which they accept responsibility in this
announcement is in accordance with the facts and does not omit anything likely
to affect the import of such information.

21 July 1999



                               APPENDIX I

                           Terms of the Offer

The following terms apply to the Offer.  Except where the context requires
otherwise, any reference in this Appendix I and in the Form of Acceptance to:

(a)   the 'Offer' shall mean the Offer and any revision, variation, renewal or
extension of the Offer, and

(b)   acceptances of the Offer shall include deemed acceptances of the Offer.

1   Conditions of the Offer

The Offer is conditional upon:

1.1   valid acceptances of the Offer being received by no later than 3pm on
the date falling 21 days after the date on which the Offer Document is posted
or such later time and date that Ridgmount may decide in respect of not less
than 90% in nominal value of the Intereurope shares to which the Offer relates
or such lesser percentage as Ridgmount may, in its discretion, determine
provided that such percentage may not be less than the percentage representing
such number of Intereurope Shares as when added to the Intereurope shares
conditionally acquired by Ridgmount carry more than 50% of the voting rights
attributable to all of the Intereurope shares

1.2   save in respect of the interim dividend paid on 27 May 1999, no bonus,
dividend or other distribution (other than to another member of the Group)
being recommended, declared, paid, made or proposed to be recommended,
declared, paid or made by Intereurope since 31st December 1998

1.3   save in respect of the acquisition of Lawton Hawthorne Advertising
Limited on 23rd April 1999, no merger, de-merger or acquisition or disposal of
assets of a material value being proposed or issue of shares being authorised
by Intereurope since 31 December 1998

1.4   no asset or any right, title or interest in any asset which is material
in the context of the business and assets of Intereurope taken as a whole
being disposed of or transferred, mortgaged or encumbered since 31st December
1998 and

1.5   no adverse change in the business, assets, financial or trading position
or profits or prospects of Intereurope which is material in the context of the
business and assets of Intereurope taken as a whole having occurred since 31st
December 1998.

2   Acceptance Period

(a)   The Offer will be initially open for acceptance until 3pm on the date
falling 21 days after the date on which the Offer Document is posted but may
be extended beyond that date subject to paragraph 2(b) below.  Although no
revision of the Offer is envisaged, if the Offer is revised it will remain
open for acceptance for a period of at least 14 days from the date of
dispatching written notification of the revision to Intereurope shareholders. 
Except with the consent of the Panel no revision of the Offer may be posted to
Intereurope shareholders after the date falling seven days after the date on
which the Offer Document is posted or, if later, the date falling fourteen
days prior to the last date on which the Offer can become unconditional.

(b)   Except with the consent of the Panel the Offer shall not be capable of
becoming unconditional after midnight on the date falling 60 days after the
date on which the Offer Document is posted (or any earlier date announced (and
not withdrawn in accordance with the City Code) by Ridgmount as the date
beyond which the Offer will not be extended) nor of being kept open after that
time unless it has previously become unconditional as to the acceptances. 
Ridgmount reserves the right with permission of the Panel to extend the Offer
to a later time and/or date.  In the event the Offer is extended Ridgmount may
not, except with the consent of the Panel, take into account acceptances
received or purchases of Intereurope shares made after 1pm on the date falling
60 days after the date on which the Offer Document is posted or any earlier
date announced (and not withdrawn in accordance with the City Code) by
Ridgmount as the date beyond which the Offer will not be extended for the
purposes of determining whether the acceptance condition has been satisfied. 
If the latest time at which the Offer may become unconditional is extended
with the consent of the Panel beyond midnight on the date falling 60 days
after the date on which the Offer Document is posted, acceptances received and
purchases made in respect of which the relevant documents are received by
Computershare Services PLC, PO Box 859, The Pavilions, Bridgwater Road,
Bristol, BS99 1XZ after 1pm on the relevant date may (except where the City
Code otherwise permits) only be taken into account with the agreement of the
Panel.

(c)   If the offer becomes or is declared unconditional as to acceptances, it
will remain open for acceptance for not less than fourteen days from the date
on which it would have otherwise have expired.  If the Offer has become
unconditional in all respects and it is stated that the Offer will remain open
until further notice then not less than fourteen days notice in writing to
Intereurope shareholders will be given prior to the closing of the Offer.

(d)   Once the Offer becomes or is declared unconditional as to acceptances
the Offer will lapse unless the conditions other than the acceptance condition
contained in paragraph 1 of this Appendix are satisfied or waived within
twenty-one days of the Offer becoming or being declared as unconditional as to
acceptances or, if later, the date falling 21 days after the date on which the
Offer Document is posted.

(e)   If a competing Offer is announced after a 'no increase' and/or 'no
extension' statement has been made in relation to the Offer, Ridgmount may if
it specifically reserves the right to do so at the time such statement is made
or otherwise with the consent of the Panel withdraw such statement provided
that it complies with the requirements of the City Code and, in particular,
that:

(i)   it announces such withdrawal within four business days after the
announcement of the competing offer and notifies Intereurope shareholders in
writing thereof at the earliest practicable opportunity or, in the case of
Intereurope shareholders with registered addresses outside the UK or whom
Ridgmount knows to be nominees holding Intereurope shares for such persons by
announcement in the UK; and

(ii)   any Intereurope shareholders who accepted the Offer after the date of
the 'no extension' or 'no increase' statement will have a right of withdrawal
in accordance with paragraph 4(d) of this Appendix I.

Ridgmount may if it has reserved the right to do so choose not to be bound by
the terms of a 'no increase' or 'no extension' statement if it would otherwise
prevent the posting of an increased or improved Offer which is recommended for
acceptance by the Independent Directors or in other circumstances permitted by
the Panel.

(f)   In determining at any particular time whether the acceptance condition
has been satisfied Ridgmount shall take account of the existing Intereurope
shares and any Intereurope shares which have been unconditionally allotted or
issued before the Offer has been declared unconditional as to acceptances and
of which written notice of the allotment or issue of which containing all the
relevant details has been received by Computershare Services PLC from
Intereurope or its agents at PO Box 859, The Pavilions, Bridgwater Road,
Bristol, BS99 1XZ.

3   Announcements

(a)   By 8.30 am on the business day (the relevant day) following the day on
which the Offer is due to expire or become unconditional as to acceptances or
is revised or extended, or such later time as the Panel may agree, Ridgmount
will make an announcement and simultaneously inform the London Stock Exchange
of the position.  Such announcement will state (as nearly as practicable) the
total number of Intereurope shares and rights over Intereurope shares:

(i)   for which acceptances of the Offer have been received (showing the
extent, if any, to which such acceptances have been received from any persons
deemed to be acting in concert with Ridgmount for the purposes of the Offer,
within the meaning of the City Code (persons acting in concert));

(ii)  acquired or agreed to be acquired by or on behalf of Ridgmount or any
persons acting in concert with it during the course of the Offer period; and

(iii) held by or on behalf of Ridgmount or by any person acting in concert
with it prior to the Offer period;

and will specify the percentage of the issued share capital of Intereurope
represented by each of these figures.  Any decision to extend the Offer may be
made at any time up to, and will be announced no later than, 8.30 am on the
relevant day (or such other time or date as the Panel may agree) and the
announcement will state the next expiry date.  In computing the number of
Intereurope shares represented by acceptances and/or purchases there may be
included or excluded for announcement purposes acceptances and purchases which
are not complete in all respects or are subject to verification provided that
such acceptances or purchases shall not be included unless they could be
counted towards fulfilling the acceptance condition in Rule 10 of the City
Code and the requirements of Note 4 or Note 5 (as the case may be) and, in
each case if appropriate, Note 6 on Rule 10 of the City Code are satisfied in
respect of it, except as otherwise agreed with the Panel.

(b)   Except with the consent of the Panel, the Offer will not become or be
declared unconditional as to acceptances unless Computershare Services PLC has
issued a certificate to Ridgmount which states the number of Intereurope
shares in respect of which acceptances have been received which comply with
Note 4 on Rule 10 of the City Code and the number of Intereurope shares
otherwise acquired whether before or during the Offer Period which comply with
Note 5 on Rule 10 of the City Code and in each case, if appropriate, Note 6 on
Rule 10 of the City Code.  Copies of such certificate will be sent to the
Panel and to Investec Henderson Crosthwaite as soon as possible after they are
issued.

(c)   In this Appendix I, references to the making of an announcement by
Ridgmount include the release of an announcement by public relations
consultants to the press and delivery by hand or telephone, telex or facsimile
transmission or other electronic transmission of a announcement to the London
Stock Exchange.  An announcement made otherwise than to the London Stock
Exchange shall be notified simultaneously to the London Stock Exchange.

4   Rights of withdrawal

(a)   Except as provided in paragraphs 4(b) and 4(c) below acceptance of the
Offer shall be irrevocable.

(b)   If Ridgmount fails to comply by 3.30 pm on the relevant day (or such
later time or date as the Panel may agree) with the requirements specified in
paragraph 3(a) of this Appendix I, an accepting shareholder may immediately
thereafter withdraw his acceptance of the Offer by written notice, signed by
such shareholder received by post or hand (during normal business hours) at
Computershare Services PLC, PO Box 859, The Pavilions, Bridgwater Road,
Bristol, BS99 1XZ or by hand only (during normal business hours) to
Computershare Services PLC, 7th Floor, Jupiter House, Triton Court, 14
Finsbury Square, London, EC2A 1BR.  This right of withdrawal may be terminated
not less than eight days after the relevant day by Ridgmount complying with
the relevant requirements specified in paragraph 3(a) of this Appendix I.

(c)   If by 3.30 pm on the date falling 42 days after the date on which the
Offer Document is posted the Offer has not become unconditional as to
acceptances an accepting shareholder may withdraw his acceptance of the Offer
at any time thereafter by written notice, signed by such shareholder received
by post or hand (during normal business hours) at Computershare Services PLC,
PO Box 859, The Pavilions, Bridgwater Road, Bristol, BS99 1XZ or by hand only
(during normal business hours) to Computershare Services PLC, 7th Floor,
Jupiter House, Triton Court, 14 Finsbury Square, London, EC2A 1BR before the
earlier of (i) the time the Offer becomes unconditional or (ii) the final time
lodgement of acceptances can be taken into account in accordance with
paragraph 2(b)above.

(d)   If a 'no increase' and/or 'no extension' statement has been withdrawn in
accordance with paragraph 2(e) of this Appendix, any Intereurope shareholder
who accepts the Offer after such statement is made may withdraw his acceptance
thereafter in the manner referred to in paragraph 4(b) of this Appendix not
later than the eighth day after the date on which the notice of the withdrawal
of such statement is posted to Intereurope shareholders.

(e)   In this paragraph 4, 'written notice' means notice in writing bearing
the original signature(s) of the relevant accepting shareholder(s) or
his/their agent(s) duly appointed in writing (evidence of whose appointment is
produced, in a form reasonably satisfactory to Ridgmount, with the notice). 
Telex or facsimile transmission or copies will not be sufficient to constitute
such written notice.

5   Revised Offer

(a)   Although no such revision is envisaged, if the Offer (in its original or
any previously revised form(s)) is revised (either in its terms or in the
value or form of the consideration offered) and such revision represents on
the day on which such revision is announced (on such basis as Ridgmount may
consider appropriate) an increase in the value of the consideration previously
offered, the benefit of the revised offer will, subject as provided in
paragraphs 5(b) or 6 of this Appendix I, be made available to any Intereurope
shareholder who has accepted the Offer in its original or any revised form(s)
(hereinafter called a Previous Acceptor).  The acceptance by or on behalf of a
Previous Acceptor of the Offer in its original or any previously revised
form(s) shall, subject as provided in paragraphs 5(b) or 6 of this Appendix I,
be treated as an acceptance of the Offer as so revised and shall also
constitute the appointment of any director of Ridgmount as his attorney and/or
agent with authority to accept any such revised Offer on behalf of such
Previous Acceptor.

(b)   The authority referred to in part (a) of this paragraph 5 above shall
not be exercised by any director of Ridgmount and the deemed acceptance
referred to in part (a) of this paragraph 5 shall not apply to the extent
that, as a result thereof, the Previous Acceptor would (on such basis as
Ridgmount considers appropriate) thereby receive less in cash than he would
have received in cash as a result of his acceptance of the Offer in the form
in which it was originally accepted by him or on his behalf, such authority
shall be ineffective save to the extent that a Previous Acceptor shall lodge,
within 14 days of the posting of the document pursuant to which the revised
consideration referred to in part (a) of this paragraph 5 is made available to
Intereurope shareholders, a Form of Acceptance in which he validly accepts the
revised Offer in respect of the Intereurope shares to which the original
acceptance related.

(c)   Ridgmount reserves the right to treat an executed Form of Acceptance
relating to the Offer (in its original or any previously revised form(s))
which is received after the announcement or issue of the Offer in any revised
form as a valid acceptance of the revised Offer, and such acceptance shall
constitute an authority in the terms of this paragraph 5, mutatis mutandis, on
behalf of the relevant Intereurope shareholder.

6   General

(a)   The expression 'Offer period' when used in this document means, in
relation to the Offer, the period commencing on (and including) the date of
this announcement and ending on the date falling 21 days after the date on
which the Offer Document is posted or the Offer becoming or being declared
unconditional as to acceptances or lapsing whichever is the latest.

(b)   All references in the Offer Document and the Form of Acceptance to the
date falling 21 days after the date on which the Offer Document is posted
shall (except in paragraph 6(a) above and where the context otherwise
requires) be deemed, if the expiry date of the Offer is extended, to refer to
the expiry date of the Offer as so extended.

(c)   Except with the consent of the Panel, settlement of the consideration to
which any Intereurope shareholder is entitled under the Offer will be
implemented in full in accordance with the terms of the Offer without regard
to any lien, right of set-off, counterclaim or other analogous right to which
Ridgmount may otherwise be, or claim to be, entitled as against such
shareholder and will be posted within 14 days of the first closing date, the
Offer becoming or being declared unconditional in all respects or receipt of a
valid and complete acceptance, whichever is the later.  Where the Intereurope
shares concerned are in certificated form, the consideration will be settled
by a cheque drawn on a branch of a UK clearing bank and will be nominated in
pounds sterling.  No consideration will be sent to an overseas address if such
despatch would contravene the laws of any relevant jurisdiction.  Where the
Intereurope shares are in uncertificated form, the consideration may be paid
by the creation of an assured payment obligation in accordance with CREST
assured payment arrangements or, at Intereurope's discretion, in pounds
sterling by cheque drawn as aforesaid.

(d)   Notwithstanding that no certificate(s) and/or other documents of title
is/are delivered in respect of it, a duly completed  Form of Acceptance
executed under seal by SEPON Limited and endorsed on behalf of the London
Stock Exchange to the effect that the Intereurope shares to which it relates
are the whole or part of a holding registered in the name of SEPON Limited
and/or shares to which SEPON Limited is unconditionally entitled immediately
to become the registered holder shall (if otherwise in order) be treated by
Ridgmount as an acceptance and, if appropriate, an election valid and complete
in all respects on the day of its actual receipt provided that, on its
presentation to the registrars of Intereurope, it is unconditionally accepted
for registration.

(e)   The instructions, terms, provisions and authorities contained in or
deemed to be incorporated in the Form of Acceptance constitute part of the
terms of the Offer.  Words and expressions defined in the Offer Document
shall, unless the context otherwise requires, have the same meanings when used
in the Form of Acceptance.

(f)  The Offer, the Form of Acceptance and all acceptances of the Offer and
all contracts made pursuant thereto and action taken or made or deemed to be
taken or made under any of the foregoing shall be governed by and construed in
accordance with English law.  Execution by or on behalf of an Intereurope
shareholder of a Form of Acceptance constitutes his submission, for the
benefit of Ridgmount in relation to all matters arising out of or in
connection with the Offer or the Form of Acceptance, to the jurisdiction of
the courts of England and his agreement that nothing shall limit the right of
Ridgmount to bring any action, suit or proceeding arising out of or in
connection  with the Offer or the From of Acceptance in any other manner
permitted by law or in any court of competent jurisdiction.

(g)   Ridgmount reserves the right to treat acceptances of the Offer as valid,
in whole or in part, which are not entirely in order or not accompanied by the
relevant share certificate and/or other documents of title are not accompanied
by the relevant TTE instruction and/or if received, by or on behalf of
Ridgmount, at a place or places otherwise than as specified in the Offer
Document or in the Form of Acceptance provided that, except as otherwise
agreed with the Panel, no acceptance of the Offer will be counted towards
fulfilling the acceptance condition unless the requirements of Note 4 and, if
appropriate Note 6 on Rule 10 of the City Code are satisfied in respect of it.

(h)   Any omission to despatch the Offer Document or the Form of Acceptance or
any other document or notice required to be despatched under the terms of the
Offer to, or any failure to receive the same by, any person to whom the Offer
is made, or should be made, shall not invalidate the Offer in any way or
create any implication that the Offer has not been made to any such person.

(i)  Subject to paragraph 6(j) of this Appendix I, the Offer will extend to
any Intereurope shareholders to whom the Offer Document, the Form of
Acceptance and any related documents may not be despatched or by whom such
documents may not be received and such Intereurope shareholder may collect
copies of those documents from Computershare Services PLC at the address
above.  Intereurope reserves the right to notify any matter, including the
making of the Offer, to all or any Intereurope shareholder with a registered
address outside the United Kingdom (or whom Intereurope knows to be nominees,
trustees or custodians holding Intereurope shares for such persons) by
announcement or paid advertisement in a newspaper published and circulated in
the United Kingdom, in which event such notice shall be deemed to have been
sufficiently given notwithstanding any failure of any Intereurope shareholder
to receive or see such notice and all references in this document to notice,
or the provision of information in writing (other than in paragraph 6(j) of
the Appendix I) shall be construed accordingly.

(j)   The making of the Offer in or to certain persons not resident in the UK
or who are citizens, residents or nationals of other countries may be affected
by the laws of the relevant jurisdictions.  Intereurope shareholders not
resident in the UK should inform themselves about and observe any applicable
legal requirements.  It is the responsibility of any such person wishing to
accept the Offer to satisfy himself as to the full observance of the laws of
the relevant territory in connection therewith, including the obtaining of any
governmental or other consents which may be required, the compliance with
other necessary formalities and the payment of any issue, transfer or other
taxes or other requisite payments due in such jurisdiction.  Any such
Intereurope shareholder will be responsible for payment of any issue, transfer
or other taxes or other requisite payments by whomsoever payable and Ridgmount
shall be entitled to be fully indemnified and held harmless by such
shareholder for such issue, transfer or other taxes that Ridgmount may be
required to pay.

Neither the Form of Acceptance nor the Intereurope Shares have been or will be
registered under the United States Securities Act of 1933, as amended (the US
Securities Act) and the relevant exemptions are not being obtained from the
Securities Commission of any province of Canada or territory thereof. 
Therefore, subject to certain exceptions, the Offer may not be made directly
or indirectly to any US person (within the meaning of Regulation S of the US
Securities Act) or for the account or benefit of any person who is a citizen
or resident of Canada, a corporation, partnership or other entity created or
organised in or under any laws of Canada or an estate or trust, the income of
which is subject to Canadian income taxation, regardless of its course.  Forms
of Acceptance will not be sent and the Offer is not being made to Intereurope
Shareholders with registered addresses in the USA and Canada.

As used in the Offer Document and in the Form of Acceptance 'United States'
means the United States of America, its territories and possessions, any state
of the United States and the district of Columbia.

Neither the Offer Document nor the Form of Acceptance nor the Intereurope
shares will be lodged or registered with the Australian Securities Commission
under Australia's Corporations Law and the Offer may not be made in Australia
or for the account or benefit of any person or corporation in Australia.  No
Form of Acceptance will be sent to any person or corporation in Australia,
including any shareholder with a registered address in Australia.  Submission
of a Form of Acceptance will constitute a representation or warranty that the
person submitting the same has not received, sent or forwarded the Form of
Acceptance in or into Australia or to any person or corporation in Australia.
  
The provisions of this paragraph 6(j) and/or any other terms of the Offer
relating to overseas shareholders may be waived, varied or modified as regards
specific Intereurope shareholder(s) or on a general basis by Intereurope in
its absolute discretion.  Subject as aforesaid, the provisions of this
paragraph 6(j) shall supersede any terms of the Offer which are inconsistent
herewith.  References in this paragraph 6(j) to an Intereurope shareholder
shall include references to the person or persons executing a Form of
Acceptance and, in the event of more than one person executing a Form of
Acceptance, the provisions of this paragraph 6(j) shall apply to them jointly
and severally.

(k)   All powers of attorney, appointment of agents and authorities on the
terms conferred by or referred to in this Appendix I or in the Form of
Acceptance are given by way of security for the performance of the obligations
of the Intereurope shareholder(s) concerned and are irrevocable in accordance
with section 4 of the Powers of Attorney Act 1971 (except in circumstances
where the donor of such power of attorney or authority or appointor is
entitled to withdraw his acceptance in accordance with paragraph 4 of this
Appendix I and duly does so).

(l)   No acknowledgement of receipt of any Form of Acceptance, share
certificate(s) or other document(s) will be given.  All communications,
notices, certificates, documents of title and remittances to be delivered by
or sent to or from Intereurope shareholders or as otherwise directed will be
delivered by or sent to or from them (or their designated agents) at their
risk.

(m)   All references in this Appendix I to any statute or statutory provision
shall include a statute or statutory provision which amends, consolidates or
replaces the same (whether before or after the date hereof).

(n)   Each of the provisions of this Appendix I is severable and distinct from
the other provisions of this Appendix I and the invalidity or
unenforceabiltity of one or more of such provisions shall not affect the
validity, legality or enforceabiltiy of the remaining provisions.

(o)   If the Offer does not become unconditional in all respects the Form of
Acceptance and any share certificate and/or other document of title will be
returned by post (or such other method as may be approved by the Panel) within
14 days of the Offer lapsing at the risk of the person entitled thereto to
that person or their agent.



                               APPENDIX II

                               DEFINITIONS

City Code

The City Code on Takeovers and Mergers

Form of Acceptance

the form of acceptance and authority to be posted to shareholders of
Intereurope relating to the Offer

Intereurope               

Intereurope Technology Services Plc

Intereurope Shares        

the existing issued shares of 20 pence each in Intereurope together with
further ordinary shares of 20 pence each in Intereurope which may be allotted
or issued while the Offer remains open for acceptance

the Independent Directors   

Alan Bratchell, Alan Horn and Rebecca Rubio, being all the directors of
Intereurope other than David Immanuel

Investec Henderson Crosthwaite

Investec Henderson Crosthwaite, a division of Investec Bank (UK) Limited

London Stock Exchange

London Stock Exchange Limited

the Offer                   

the recommended cash offer to be made by Ridgmount for the whole of the issued
and to be issued share capital of Intereurope not already conditionally agreed
to be acquired by Ridgmount

Offer Document

the offer document to be posted by Ridgmount to shareholders of Intereurope in
the next few days.

Ridgmount                   

Ridgmount Holdings Limited