SAR - Kewill Systems plc

Schroders PLC
15 November 2001
            

                                                                    FORM SAR 5

Lodge with Company Announcements Office and Newstrack, if appropriate, and
the Takeover Panel. A copy must also be sent to the company the shares of
which are being sold.

Date of disclosure:     15/11/01

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

Date of sale:     14/11/01

Sale of          Kewill Systems plc               

                                                                              
  1)     Class of voting   Number of shares/rights       If rights over       
  shares (e.g. ordinary    over shares sold              shares sold, as      
  shares)                                                opposed to the       
                                                         shares themselves,   
                                                         specify nature of    
                                                         rights               
  Ordinary 1p shares       250,600 shares                                 
                                   rights                                       
     
                                           
                                   
  2)     Resultant total holding of   Resultant total        Total percentage 
  voting shares (and % of total       holding of rights                       
  voting shares in issue)             over shares (and %                      
                                      of total voting                         
                                      shares in issue)                        
  12,190,287     (15.90 %)                       ( %)                   15.90 % 
   
(3)     Party making disclosure     Schroders plc

                                                                              
(4)     (a) Name of person selling                    Schroders plc on behalf of
            shares or rights over shares and, if      institutional clients on a
            different, beneficial owner               non-beneficial basis  
            
        (b) Names of any other persons                                     
            acting by agreement or understanding                                
             
Signed, for and on behalf of the party named in (3) above 
    
(Also print name of signatory)     Alison Dunn (Regulatory Reporting Officer)

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 7638 0129.
 
END