Re Result of EGM

Screen PLC
21 February 2001

SCREEN PLC (the 'Company')



Following the announcement by the Company earlier today with regard to the
approval of the proposed resolutions at its Extraordinary General Meeting held
today, the Company announces, in compliance with the AIM Rules 12 and 15, the
following:

(i)     ACQUISITION OF THE MINORITY INTEREST IN PMI

The Company announced certain details relating to this matter in the
announcement it made on 25 January 2001. The following are the relevant
extracts from the announcement made on 25 January 2001 and the circular sent
to shareholders on the same day.

'Purchase of Minority Interest

The Company proposes to purchase the shares currently held by Renaissance in
PMI, representing 18.18 per cent. of the issued ordinary share capital of PMI,
for a total net consideration of £148,197 payable in cash. Further information
on the PMI Agreement, the consideration payable and the business of PMI are
set out in Part 4 of this document. Since Mr Richard Hill, who was appointed a
director of the Company in September 1999, has a beneficial interest in
Renaissance, the proposed transaction requires shareholder approval by means
of an ordinary resolution. Accordingly, a resolution to approve the purchase
by the Company of the Minority Interest will be proposed at the Extraordinary
General Meeting, of which notice is set out at the end of this document.'

'Recommendation in respect of Acquisition of Minority Interest

Your Directors, who have been so advised by Smith & Williamson, consider the
terms of the proposed purchase of the Minority Interest to be fair and
reasonable so far as the Shareholders as a whole are concerned. In providing
such advice, Smith & Williamson has taken account of the Independent
Directors' commercial assessment of such purchase. Accordingly the Independent
Directors unanimously recommend Shareholders to vote in favour of Resolution 4
as such Directors intend to do in respect of their own beneficial
shareholdings which amount to 86,298,531 Ordinary Shares representing 22.79
per cent. of the issued share capital of the Company. Richard Hill, who has a
beneficial interest in Renaissance, has agreed to abstain from voting on
Resolution 4.'

'PART 4

INFORMATION ON THE ACQUISITION OF THE MINORITY INTEREST IN PMI



1.     Background

In September 1997 the Company entered into an agreement with Renaissance and
PMI, a provider of mobile data terminal systems, whereby the Company
subscribed for 80 per cent. of the issued share capital in PMI in addition to
the shares in PMI (which represent 10 per cent. of the diluted share capital)
which it already owned. The remaining 10 per cent. of the issued share capital
in PMI not subscribed for by the Company remained with Renaissance. Mr Richard
Hill, a director of Screen, has a beneficial interest in Renaissance.
Renaissance, under the PMI Agreement, was granted an option to subscribe for
further shares in PMI, details of which are set out below. The Company, also
under the PMI Agreement, was granted an option to purchase the 10 per cent. of
the issued share capital in PMI not owned by it and any additional shares
which Renaissance may hold as a result of the exercise of its option. On 21
January 2001, Renaissance exercised its option and purchased a further 100
shares in PMI giving it a total holding of 18.18 per cent. of the share
capital of PMI.

2.     Details of the PMI Agreement

Parties

The PMI Agreement was entered into on 29 September 1997 by the Company (1)
Renaissance (2) and PMI (3).

Share subscription

Immediately before completion of the PMI Agreement, the Company owned the
entire issued share capital of PMI, being 100 ordinary shares of £1 each.

On 29 September 1997, pursuant to the terms of the PMI Agreement, the existing
100 ordinary shares of £1 each held by the Company were converted into 100 'A'
ordinary shares of £1 each and a further 800 'A' ordinary shares of £1 each
were issued to the Company at par and 100 'B' ordinary shares of £1 each were
issued to Renaissance at a price of £500 each.

Therefore, on completion of the PMI Agreement, PMI had a fully paid-up share
capital of £1,000 of which 90 per cent. was held by the Company and 10 per
cent. was held by Renaissance.

The Renaissance option

Pursuant to the PMI Agreement, PMI granted an option (the 'Renaissance
Option') to Renaissance to subscribe for a further 100 'B' ordinary shares of
£1 each at a price of £500 each at any time from 29 September 1997 to 29
September 2004.

The Screen option

Pursuant to the PMI Agreement, Renaissance granted an option (the 'Screen
Option') to the Company to purchase all shares of any class in the capital of
PMI held by Renaissance (including any shares issued to Renaissance pursuant
to the Renaissance Option) at any time after 29 September 2000.

The Screen Option can only be exercised in respect of all the shares in the
capital of PMI held by Renaissance and the total price payable to Renaissance
by the Company for such shares will be a sum equal to that percentage of PMI
owned by Renaissance multiplied by five times the pre-tax profits of PMI as
shown in the audited accounts of PMI for the last accounting period ending
before the date on which the Screen Option is exercised.

Under the PMI Agreement, Renaissance exercised its option on 21 January 2001
to acquire a further 100 'B' ordinary shares in PMI for a consideration of £
50,000. This brought the Renaissance shareholding in PMI to 200 'B' ordinary
shares or 18.18 per cent. of the issued share capital of PMI.

3.     Consideration payable for the Minority Interest

Under the PMI Agreement, the Company has an option to acquire all the shares
in the capital of PMI held by Renaissance at any time after 29 September 2000.
The price payable for these shares is pre-determined under the PMI Agreement
as Renaissance's pro-rata entitlement, as governed by the proportion of
ordinary shares in PMI which it holds, to the value of PMI which is calculated
by applying a multiple of five times to the pre-tax profits of PMI as derived
from its latest audited accounts. PMI made pre-tax profits of £218,017 for the
year ended 31 December 1999 which results in a valuation of £1,090,085 for PMI
on the basis of the pre-determined formula under the PMI Agreement.
Consequently, the gross consideration payable for acquiring the Minority
Interest is £198,197. The net consideration payable for the Minority Interest,
taking account of the monies paid to PMI by Renaissance in exercising its
option as explained above, is therefore £148,197.

4.     Information on PMI

A summary of the financial information on PMI is set out below:


                                              Years ended 31 December
                                            1999           1998           1997
                                           £'000          £'000          £'000
Turnover                                   1,916            562            112
Gross profit                                 811            247             37
Operating profit                             236          (156)           (46)
Profit before taxation                       218          (163)           (47)
Net assets                                    59          (159)              4



PMI is involved in the provision of in-vehicle mobile data technology to the
police sector of the Emergency Services or 'Blue Light' market sector.
Additional information on PMI's recent developments is set out within the
interim results of the Company for the six months ended 30 June 2000 contained
in Part 3 of this document.'



(ii)     SHARE OPTIONS

All options granted and to be granted will be subject to adjustment on the
consolidation of the shares. The following is the relevant extract from the
circular sent to shareholders on 25 January 2001.

'7      Share option schemes

(a)     1997 Non-Approved Share Option Scheme


        On 14 February 1997 the Board passed a resolution adopting a share
        option scheme ('1997 Option Scheme'). The 1997 Option Scheme has not
        been, and will not be, submitted to the Board of the Inland Revenue
        for approval pursuant to Schedule 9 of the Income and Corporation
        Taxes Act 1988.

        (i)     Introduction

                The 1997 Option Scheme provides for the grant of non-income
                tax favoured options, over shares worth (measured at the date
                of grant) up to a maximum of fives times an eligible
                employee's remuneration.

        (ii)    Administration

                The Directors are responsible for administering the 1997 Option
                Scheme.

        (iii)   Eligibility and Grant of Options

                The Directors may grant options to acquire Ordinary Shares to
                any employees and directors of the Company and its
                subsidiaries. Options are granted free of charge and are
                non-transferable.

        (iv)    Exercise Price

                The exercise price per Ordinary Share is determined by the
                Directors but must be no less than its market value at the
                date of grant (or its nominal value, if higher).

        (v)     Exercise and Lapse of Options

                (a)      General Position

                        An option is normally exercisable between three and
                        seven years from the date of grant.

                (b)      Special Circumstances

                        Options will normally lapse on cessation of employment
                        except in particular situations such as redundancy or
                        where the Directors exercise their discretion in the
                        participant's favour. Exercise is also permitted in
                        special circumstances such as a takeover.

                (c)      Exchange of Options on a Takeover

                        In the event of a takeover, a participant may be
                        permitted to exchange his options for options over
                        shares in the acquiring company.

        (vi)    Scheme Limits

                In any 10 year period, not more that 10 per cent. of the
                Company's issued Ordinary Share capital may be issued or
                remain issuable, in respect of rights granted after the date
                of adoption of the 1997 Option Scheme, under all Group
                employee share schemes.

        (vii)   Variation of Share Capital

                On certain variations of the Ordinary Share capital of the
                Company the Directors may, subject to the approval of the
                Company's auditors, adjust the exercise price and the number
                of Ordinary Shares comprised in subsisting options.

        (viii)  Amendment

                The Directors may make amendments to the 1997 Option Scheme.
                However, the approval of the Company in general meeting is
                required to amend the provisions relating to eligibility,
                scheme limits, maximum individual participation, variations of
                share capital, timing of exercise of options and the terms
                applicable to a participant who ceases employment by a Group
                company and the terms of the Ordinary Shares comprised in an
                option, except that shareholder approval is not required for
                minor amendments to benefit the administration of the 1997
                Option Scheme or for amendments to take account of a change in
                legislation or to obtain or maintain favourable tax, exchange
                control or regulatory treatment for participants or for
                participating companies.

        (ix)    Termination

                The 1997 Option Scheme will terminate ten years after it was
                adopted by the Company or earlier, if the Directors so
                determine.

        (x)     Options granted

                Details of the options granted in breach of the Rule that an
                option cannot vest prior to three years from the date of grant
                are as follows:

Grantee    Date of  Number of Ordinary Shares over which  Exercise     Exercise
           Grant    Options were Granted                  Price (p)    Date
Michael    17/05/99 4,000,000                             1.5          01/01/01
Williams
Richard    17/05/99 4,000,000                             1.5          01/01/01
Hill
           17/05/99 4,000,000                             1.5          01/09/00
Others     01/12/98 1,350,000                             1.5          01/01/01
           12/05/99 3,150,000                             1.0          01/01/01
           18/05/00 172,308                               3.0          18/05/00
           *
           18/05/00 344,615                               3.0          18/05/01
           *


                                                            *Tranzline options

                Details of options granted in accordance to the Rules of the
                1997 Option Scheme are as follows:

Grantee    Date of  Number of Ordinary Shares over which  Exercise     Exercise
           Grant    Options were Granted                  Price (p)    Date
Michael    14/02/97 2,236,414                             3.0          14/02/00
Williams
Others     14/02/97 716,578                               3.0          14/02/00
           01/12/99 1,875,000                             3.0          01/01/04



(b)     Screen Plc Enterprise Management Incentive Plan


        On 23 January 2001 the Board passed a resolution adopting an
        enterprise management incentive plan ('the Management Incentive
        Plan'), which complies with Schedule 14 of the Finance Act 2000 ('the
        Finance Act').

        (i)     Introduction

                The Management Incentive Plan provides for the grant of
                options in a tax-efficient way. The options to be granted to
                each eligible employee are limited in each three year period
                to options having a market value at date of grant (when
                aggregated with options granted under any Inland Revenue
                approved share option plan) equal to £100,000 (or other limit
                imposed from time to time by the Finance Act).

        (ii)    Administration

                The Directors are responsible for administering the Management
                Incentive Plan.

        (iii)   Eligibility and Grant of Options

                The Directors may grant options to acquire Ordinary Shares to
                most employees of the Group other than those who hold shares
                giving them a material interest in any Group company. The
                Directors may normally grant options only in the 42 day period
                following adoption of the Management Incentive Plan or each
                such period following the announcement of the Company's annual
                or half-yearly results in each year. Options are granted by
                means of a written option agreement between the Company and
                the employee which complies with the Finance Act. Options are
                granted free of charge and are non-transferable.

        (iv)    Exercise Price

                The exercise price per Ordinary Share is determined by the
                Directors at the date of grant, but must be no less than the
                market value of the share at the date of grant (defined as the
                middle market quotation on the previous dealing day) (or its
                nominal value, if higher).

     i. Exercise and Lapse of Options


                (a)     General Position

                        An option is normally exercisable between three and
                        ten years from the date of grant, or such other time
                        as the Board may specify up to ten years.

                (b)     Special Circumstances

                        Options become immediately exercisable for a limited
                        period on cessation of employment due to specified
                        circumstances such as redundancy, retirement at
                        contractual retirement age or death. In other
                        circumstances, the options will normally lapse on
                        cessation of employment unless the Board exercises its
                        discretion in the participant's favour. Exercise is
                        also permitted for a limited period in special
                        circumstances such as a takeover or voluntary winding
                        up of the Company.

                (c)     Exchange of Options on a Takeover

                        In the event of a takeover, a participant may be
                        permitted to exchange his options for options over
                        shares in the acquiring company.

        (vi)    Scheme Limits

                Not more than ten per cent. of the issued Ordinary Share
                capital of the Company may be issuable in respect of rights
                granted under the Management Incentive Plan, when aggregated
                with all other employees' share plans. Not more than 15
                participants can hold options under the Management Incentive
                Plan at any time.

        (vii)   Variation of Share Capital

                On certain variations of the Ordinary Share capital of the
                Company the Directors may, subject to the approval of the
                Auditors and Board of Inland Revenue, adjust the exercise
                price of and the number of Ordinary Shares subject to any
                subsisting options.

        (viii)  Amendment

                The Directors may make amendments to the Management Incentive
                Plan. However, an amendment which adversely affects the
                existing rights of any participant requires the prior consent
                of a majority of the affected participants, and the approval
                of the Company in general meeting is required to amend any
                provision to the advantage of participants except that
                shareholder approval is not needed for minor amendments to
                benefit the administration of the Management Incentive Plan or
                for amendments to take account of a change in legislation or
                to obtain or maintain favourable tax, exchange control or
                regulatory treatment for participants or a Group company. The
                Directors may by resolution amend the Management Incentive
                Plan as necessary to obtain or maintain approval by the Board
                of Inland Revenue or any other Governmental or regulatory body
                or to establish similar plans in overseas territories.

        (ix)    Termination

                The Management Incentive Plan will terminate ten years after
                the date it was approved by the Board, or earlier if either
                the Board or the Company in general meeting so resolves.

(c)     2001 Unapproved Share Option Scheme


        On 23 January 2001 the Board passed a resolution adopting, subject to
        Shareholder approval, the 2001 Unapproved Option Scheme. The 2001
        Unapproved Option Scheme has not been, and will not be, submitted to
        the Board of the Inland Revenue for approval pursuant to Schedule 9 of
        the Income and Corporation Taxes Act 1988.

        (i)     Introduction

                The 2001 Unapproved Option Scheme provides for the grant of
                non income tax favoured options to eligible employees.

        (ii)    Administration

                The Directors are responsible for administering the 2001
                Unapproved Option Scheme.

        (iii)   Eligibility and Grant of Options

                The Directors may grant options to acquire Ordinary Shares to
                most employees of the Group (including the Directors). The
                employee may renounce the grant of the option within the first
                month after grant. Options are granted free of charge and are
                not transferable, without the consent of the Board.

        (iv)    Exercise Price

                The exercise price per Ordinary Share is determined by the
                Directors at the date of grant, but must be no less than the
                market value of the share at the date of grant (defined as the
                middle market quotation on the previous dealing day), or the
                average market value per Ordinary Share in the five days
                before the date of grant (or its nominal value, if higher).

     i. Exercise and Lapse of Options


                (a)     General Position

                        An option is normally exercisable during the option
                        period set by the Directors at the date of grant.

                (b)     Special Circumstances

                        Options become immediately exercisable for a limited
                        period on cessation of employment due to specified
                        circumstances, such as redundancy, retirement or
                        death. In other circumstances, the options will
                        normally lapse on cessation of employment, unless the
                        Directors exercise their discretion in the
                        participant's favour. Exercise is also permitted for a
                        limited period in special circumstances such as a
                        takeover or voluntary winding up of the Company.

                (c)     Exchange of Options on a Takeover

                        In the event of a takeover, a participant may be
                        permitted to exchange his options for options over
                        shares in the acquiring company.

        (vi)    Scheme Limits

                In any ten year period, not more than ten per cent. of the
                issued Ordinary Share capital of the Company may be issuable
                in respect of rights granted under the 2001 Unapproved Option
                Scheme, when aggregated with rights granted under all other
                employees' share plans.

        (vii)   Variation of Share Capital

                On certain variations of the Ordinary Share capital of the
                Company the Directors may adjust the exercise price of and the
                number of Ordinary Shares subject to any subsisting options.

        (viii)  Amendment

                The Directors may make amendments to the 2001 Unapproved
                Option Scheme. However, an amendment which adversely affects
                the existing rights of a participant requires the prior
                consent of that participant. The Directors may by resolution
                amend the 2001 Unapproved Option Scheme as necessary to obtain
                or maintain approval by the Board of the Inland Revenue or any
                other Governmental or regulatory body and in such manner as
                may be necessary or desirable to comply with the law.

        (ix)    Termination

                The 2001 Unapproved Option Scheme will terminate ten years
                after the date it was approved by the Board, or earlier if
                either the Board or the Company in general meeting so
                resolves.

(d)     Proposed Options


        The Board proposes to grant options over Ordinary Shares of 0.1p each
        pursuant to the Management Incentive Plan shortly to certain Directors
        and senior employees. The exercise price will be the middle market
        price of the Ordinary Shares on the day before the date of grant. If
        that exercise price is equal to the Offer Price options will be
        granted over 4,457,143 Ordinary Shares pursuant to the Management
        Incentive Plan. If that exercise price is greater or less than the
        Offer Price the number of Ordinary Shares over which options are
        granted may vary accordingly.

        Subject to approval and adoption of the 2001 Unapproved Option Scheme
        at the EGM, the Board also proposes shortly to issue options over up
        to 5,789,472 Ordinary Shares of 0.1p each pursuant to such Scheme to
        certain Directors and senior employees. The exercise price will be the
        middle market price of the Ordinary Shares on the day before the date
        of grant.

        The Board also proposes, subject to the approval of Shareholders at
        the EGM, shortly to issue options over Ordinary Shares of 0.1p each to
        the two non-executive Directors, who currently have no options and are
        ineligible to participate in either the 1997 Option Scheme or the 2001
        Unapproved Option Scheme as follows:

Name      Number of   Vesting Date
          Options
Ian       4,000,000   1,000,000 options to be vested on each of April 2001,
Taylor                July 2001, October 2001 and

                      January 2002
Charles   2,000,000   500,000 options to be vested on each of April 2001, July
Hughes                2001, October 2001 and January 2002



        The terms of grant of these options are similar to those set out in
        the rules of the 2001 Unapproved Option Scheme save that no amendment
        to the terms are permitted without the consent of both the Company and
        either Mr Taylor or Mr Hughes as the case may be. The exercise price
        will be the Offer Price.'



21 February 2001