Acquisition

Spirent PLC
10 September 2000

770 - 10 September 2000

SPIRENT ACQUIRES LEADING SPIRENT ACQUIRES LEADING US VOICE
COMMUNICATIONS TESTING BUSINESS

Spirent plc, the international network technology company, announces that it
has entered into a conditional agreement to acquire the entire share capital
of Zarak Systems Corporation ('Zarak') of Sunnyvale, California for
a maximum of 44.7 million Spirent plc shares.  At the Spirent share
price of £6.36  at the close of business on 8 September 2000 this equates to
a value of £284 million million ($403 million). The acquisition
is expected to enhance headline EPS, prior to goodwill amortisation, from
the outset.

Zarak is a leading designer and manufacturer of communications test
equipment focused on the generation and switching of voice traffic, which,
combined with Spirent's existing packet-based testing capabilities, will
enable the provision of advanced performance analysis solutions for the
rapidly growing Voice over Internet Protocol ('VoIP') market and for other
converging network technologies.  Zarak has recently been named by Deloitte &
Touche as one of the 50 fastest-growing businesses in Silicon Valley. 

Zarak's AbacusTM product range is a modular and expandable test system that
can generate bulk telephone traffic and emulate the call switching function of
the communications network Central Office to assess voice quality
through a network. Abacus is sold worldwide to businesses developing,
manufacturing and evaluating communications network equipment. Zarak
and Spirent Communications share a common customer base, including Lucent
Technologies, Cisco Systems and AT&T.  Industry Awards won by the  company
include including Internet Telephony magazine 'Product of the Year' for 1999
and 1998.

For the year ended 31 December 1999, Zarak reported audited operating profit
of $12.5 million, compared with $7.5 million in 1998, an increase of 67 per
cent.  The company continues to grow strongly in the current year on the
back of new product applications for SS7, the commonly used communications
protocol that provides signalling and control for various network services
and capabilities.  In the six months to 30 June 2000, Zarak achieved
unaudited operating profit of $11.7 million, an increase of 62.5 per cent
over the $7.2 million achieved in the comparable period.  

Commenting on the acquisition, Nicholas Brookes, Chief Executive of Spirent
plc, said:

'Zarak is a fantastic business that has achieved exceptional growth rates.
The acquisition marks the next step in Spirent's development of the world's
leading suite of performance analysis solutions, now a key enabling
component of the Internet and corporate IT infrastructures.  As Voice over
IP has become a critical issue in the network, Zarak strongly reinforces
Spirent's position at the leading edge of this technology.'

Spirent is quoted on the London Stock Exchange, ticker SPT, and is a FTSE
100 company.  It is classified in the Information Technology Hardware
sector.  The Company operates a Level 1 American Depository Receipt
programme (ticker: SPNUY; CUSIP number: 84856M100).  For information,
contact Brian Heston, The Bank of New York, American Depositary Receipts,
101 Barclay St, 22 West, New York, NY 10286  Phone: [phone], Fax:
[phone], email:  [e-mail]  web site: www.adrbny.com

The Spirent shares to be issued in the acquisition will not be registered
under the US Securities Act of 1933 and may not be sold in the United States
absent registration or an applicable exemption for the registration
requirements.

Spirent Communications, headed by My Chung, Group President, provides a
comprehensive range of performance analysis systems that address the
functionality, reliability, performance and standards conformance of
networks and network devices.  The business is structured as two divisions:
Broadband, headed by Barry Phelps, formerly CEO & President of Netcom
Systems (acquired by Spirent in July 1999);, and Network Access, led by Neil
Knudsen, formerly General Manager of DLS Testworks (acquired in June 1999).
In the six months to 30 June 2000, compared to the comparable period in 1999,
Spirent Communications increased turnover by 264 per cent to £114 million and
operating profit by 226 per cent to £39 million.  Organic growth was 80 per
cent in both.  New product expenditure by Spirent Communications rose by £3.6
million to £13.5 million in the period and at 30 June 2000, the business
employed approximately 300 development staff.

The Zarak acquisition is the latest development of Spirent's rapid
growth in advanced communications testing:

*Netcom Systems Inc Solutions for Internet Protocol and Local Area
Network.  Acquisition completed in July 1999 for $463.6 million.

*DLS Testworks Ltd  Solutions for Digital Subscriber Line network access
technologies, including the rapidly growing Asymmetric Digital Subscriber
Line (ADSL) market.  Acquisition completed in June 1999 for C$26.2 million.
 
*Global Simulation Systems Ltd  Solutions for GPS receivers and satellite
communications applications.  Acquisition completed in November 1997 for
£14.0 million.

*Adtech Inc   Solutions for high speed digital communications, focused on
Wide Area Network and ATM.  Acquisition completed in May 1997 for a
consideration of $76.3 million.

*Telecom Analysis Systems Inc   Solutions for network access technologies,
including PSTN modems, fax modems and cellular handsets.  Acquisition
completed in November 1995 for a consideration of $30.2 million.

Exchange rate -  $ 1.42 : £1.00

Iain Milnes, President of Zarak, commented:

'We are delighted to be joining Spirent Communications, which has clearly
established itself as a world leader in communications performance analysis
and a key partner for many of the customers we serve.  Spirent will provide us
with the resources to further develop our fast-growing business and
complementary technologies to help develop an exciting new generation of
voice-based testing systems'

Zarak is being acquired from its existing management and private investors. 
Following completion of the transaction, the local management team under Iain
Milnes, Zarak's president and majority shareholder, will continue to operate
the business.  Of the 44.7 million Spirent shares to be issued in the
transaction, approximately 3.6 million shares are in connection with the
rollover of outstanding Zarak stock options into options over Spirent shares
on similar terms and vest over a period to 2004.  In addition, up to a further
1.25 million shares may be issued over 18 months from completion to selected
employees as a performance-related retention bonus.  Any sale of shares by
major Zarak shareholders including key employees will be subject to certain
restrictions on dealing which will be released on a phased basis over the
period up to the announcement of the Company's results for the half year to 30
June 2001.  Of the total share consideration (excluding performance-related
retention bonus shares), 15 per cent will be held in escrow until March 2002
as security against breach of representations and warranties.  There is a
price adjustment for any shortfall in net assets at completion below $13.5
million.

The acquisition is subject to certain conditions including Hart-Scott-Rodino
Anti-trust Improvements Act approval.


Enquiries:

Nicholas Brookes, Chief Executive    Spirent plc         [phone]
Eric Hutchinson, Finance Director

Jon Coles/Rupert Young               Brunswick (London)  [phone]

Sara Strong/Nina Pawlak              Brunswick (New York)[phone]

Background note:

Spirent plc is an international network technology company providing
state-of-the-art solutions with a focus on high growth, high margin
activities.  It is a world leader in advanced telecommunications testing
systems and network products. www.spirent.com