SAR - Kewill Systems PLC

Schroders PLC
9 April 2001


                                                      FORM SAR 5


                                       Date of disclosure: 09/04/01

             DISCLOSURE UNDER NOTE 3 OF RULE 5 OF THE RULES GOVERNING
                   SUBSTANTIAL ACQUISITIONS OF SHARES ('SARs')

                 
Date of sale 06/04/01

Sale of      Kewill Systems plc     (name of company)


(1) Class of voting shares    Number of shares/rights   If rights over shares
    (eg ordinary shares)      over shares sold          sold, as opposed
                                                        to the shares
                                                        themselves, specify
                                                        nature of rights

    Ordinary 1p shares        290,000         shares    

                                              rights



(2) Resultant total holding   Resultant total holding   Total percentage
    of voting shares (and %   of rights over shares
    of total voting shares    (and % of total voting
    in issue)                 shares in issue)

    11,447,101     (14.968%)                   (    %)  (14.968%)


(3) Party making disclosure   Schroders plc  

(4)  (a)  Name of person selling shares or rights over shares   Schroders plc on
          and, if different, beneficial owner                   behalf of 
                                                                institutional
                                                                clients on a 
                                                                non-beneficial
                                                                basis

     (b)  Names of any other persons acting by
          agreement or understanding (see SAR 5)............................


Signed, for and on behalf of the party named in (3) above...................

(Also print name of signatory)       Alison Dunn

Telephone and extension number       020 7658 2959 (Direct Line)


For full details of the SARs disclosure requirements, see Rules 3 and 5 of the
SARs.  If in doubt, contact the Panel on Takeovers and Mergers, 
Tel. No: 020 7382 9026.