Acquisition/Rights Issue

Spirent PLC
16 November 2000

                               
     NOT FOR RELEASE IN OR INTO THE UNITED STATES, CANADA,
    AUSTRALIA, JAPAN, THE REPUBLIC OF IRELAND, FRANCE, THE
                  NETHERLANDS OR SOUTH AFRICA


                          SPIRENT plc

      PROPOSED ACQUISITION OF HEKIMIAN LABORATORIES, INC.
                       TO BE FINANCED BY
  A RIGHTS ISSUE AND THE ISSUE OF NEW ORDINARY SHARES TO THE
                            VENDOR

      Spirent  has reached agreement to acquire Hekimian  from
  Axel Johnson for US$1,575 million (£1,105.6 million) on a debt
  free basis.

     Hekimian, based in Rockville, Maryland, USA, is a leading
  provider  of network service assurance systems in the  North
  American  market. Its products assist service  providers  to
  monitor the performance of their networks and to identify and
  remedy faults.

     In the eight months to 31 August 2000, Hekimian generated
  profit  before  taxation of US$36.3 million on  turnover  of
  US$129.4  million.   For the year ended  31  December  1999,
  Hekimian achieved profit before taxation of US$19.1 million on
  turnover of US$101.7 million.

      Hekimian complements Spirent's world leading position in
  lab-based  telecoms test systems and has excellent strategic
  fit:

  -    Hekimian is well placed in the network service assurance
     market which has high growth potential
  -     Spirent's  and  Hekimian's customer relationships  and
     technical expertise are complementary
  -    Spirent's and Hekimian's revenue growth is expected to be
     enhanced as a result of the acquisition
  -    Spirent will assist Hekimian in anticipating customers'
     future product requirements
  - The consideration is to be satisfied by:
  -     a  cash  payment of US$712.3 million (£500.0  million)
     financed from the net proceeds of a fully underwritten 5 for
     24 Rights Issue of approximately 140.7 million new Ordinary
     Shares at 375 pence per share
  -     the  issue of approximately 108.4 million new Ordinary
     Shares with an approximate value of £605.6 million based on
     the theoretical ex-rights price of 558.7 pence per share
  -  The acquisition is expected to enhance EPS, prior to
    goodwill amortisation, and to generate positive free cash
    flow, in the first full year of ownership.

      Goran  Ennerfelt, President and Chief Executive of  Axel
  Johnson AB, has been invited to join the Board of Spirent in a
  non-executive capacity on completion of the acquisition.

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

'The  exceptional strategic fit of Spirent Communications  and
Hekimian  will enable us to provide leading-edge  product  and
service  assurance  right across the  networks  of  today  and
tomorrow.   We  will become an increasingly essential  partner
for  equipment  manufacturers and service  providers  as  they
develop and manage the systems that will continue to transform
all our lives for many years ahead.'

Goran Ennerfelt, President and Chief Executive of Axel Johnson
AB, said:

'The  rationale  for  bringing together Hekimian  and  Spirent
Communications   is   compelling.   It  creates   a   powerful
combination  whose complementary skills and technologies  will
enhance  the  opportunities  for both  companies.   It  offers
Hekimian and its employees the opportunity to continue to grow
the  business,  now  as  part of a focused  telecommunications
group.   I look forward to participating in the future  growth
of Spirent.'

Des  Wilson, President & Chief Executive Officer of  Hekimian,
commented:

'We  are  delighted to be joining Spirent, which  has  clearly
established  itself  as  a world leader in  telecommunications
testing  and  performance analysis, and as a key  partner  for
many  of  the customers we serve.  Spirent will enable  us  to
further   develop   our   fast-growing   business   and    the
complementary  technologies will  accelerate  delivery  of  an
exciting new generation of service assurance solutions.'

The  acquisition  is  subject  to certain  closing  conditions
including approval by shareholders at an Extraordinary General
Meeting of Spirent to be held on 8 December 2000.  The  Rights
Issue  is  being  fully  underwritten by Rothschild,  Schroder
Salomon Smith Barney and Cazenove.  The brokers to the  Rights
Issue are Cazenove and Schroder Salomon Smith Barney.

This  summary should be read in conjunction with the  attached
news  announcement  which  provides  further  details  of  the
acquisition.

A  briefing for analysts and fund managers will be held  today
at  9.30  a.m. at the Lincoln Centre, 18 Lincoln's Inn Fields,
London   WC2.  Photographs  from  the  presentation  will   be
available  from 2.00 p.m. at the following web  site  address:
www.newscast.co.uk
                               

Enquiries:

Nicholas Brookes, Chief  Spirent                  [phone]
Executive                                                   5959
Eric        Hutchinson,        From 17 November     +44 (0) 1293
Finance Director                                          767676
Geoff Zeidler, Director                                         
of Business Development
                                                                
Tim Hancock              Rothschild               [phone]
                                                            5000
William Spurgin                                                 
                                                                
David Smith              Schroder Salomon Smith   [phone]
                         Barney                             4000
Philip Drinkall                                                 
Atholl          Turrell                                         
(Corporate Broking)
Mark  Anwyl  (Corporate                                         
Broking)
                                                                
Julian Cazalet           Cazenove                 [phone]
                                                            2828
Andrew Hodgkin                                                  
                                                                
Jon Coles                Brunswick (London)       [phone]
                                                            5959
Rupert Young                                                    

Rothschild, Schroder Salomon Smith Barney and Cazenove,  which
are  regulated  in  the United Kingdom by the  Securities  and
Futures  Authority Limited are acting for Spirent and  no  one
else  in connection with the Rights Issue and Acquisition  and
will  not  be  responsible to anyone other  than  Spirent  for
providing the protections afforded to their customers  or  for
providing advice in relation to this announcement or any other
matter referred to herein.

The  PALs  and the new Ordinary Shares have not been and  will
not  be  registered under the Securities Act and  may  not  be
offered  or sold in the United States, absent registration  or
an  applicable examination from the registration  requirements
of the Act.

Background note:

      Spirent  Communications,  the  largest  business  within
  Spirent,  has  been built over the past four  years  through
  organic growth and acquisitions, into a leading provider  of
  telecoms test equipment to support the major technologies in
  the existing and next generation high speed data networks.

      Service  providers are increasingly  required  to  offer
  their customers a specific level of Quality of Service leading
  to  a need for new service assurance systems to manage their
  multi-service networks on a real time basis.

      Spirent products are already being used by major service
  providers  to  assist them in the establishment  of  network
  monitoring.   Spirent believes that further  expansion  into
  systems for monitoring next generation networks is a natural
  strategic move into a larger, complementary market.

      The Board estimate the Next Generation Network Sector of
  the  worldwide Service Assurance market will be  worth  some
  US$0.5 billion in 2000 and will grow by 35 per cent per annum
  to US$1.7 billion in 2004 driven by the increased demand for
  broadband services.

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

Spirent  is  a  FTSE 100 company quoted on  the  London  Stock
Exchange   (ticker:  SPT.L)  in  the  Information   Technology
Hardware  sector.   The Company operates a  Level  1  American
Depository  Receipt  programme (ticker: SPNUY;  CUSIP  number:
8456  M100).   For further information, contact Brian  Heston,
The  Bank  of  New  York,  American Depositary  Receipts,  101
Barclay  St, 22 West, New York, NY 10286  Phone: +1 (212)  815
3938,  Fax:   +1  [phone], email:  [e-mail]
web site: www.adrbny.com

     NOT FOR RELEASE IN OR INTO THE UNITED STATES, CANADA,
    AUSTRALIA, JAPAN, THE REPUBLIC OF IRELAND, FRANCE, THE
                  NETHERLANDS OR SOUTH AFRICA


                          SPIRENT plc
                               
      PROPOSED ACQUISITION OF HEKIMIAN LABORATORIES, INC.
                       TO BE FINANCED BY
  A RIGHTS ISSUE AND THE ISSUE OF NEW ORDINARY SHARES TO THE
                            VENDOR


Spirent  announces  that  it has entered  into  a  conditional
agreement  to  acquire Hekimian from the Axel  Johnson  Group.
Hekimian  is  a leading provider of network service  assurance
systems  in North America, based in Rockville, Maryland,  USA.
Its  products  assist  network service  providers  to  monitor
performance  of  their  network and  to  identify  and  remedy
faults.

Hekimian generated profit on ordinary activities before tax of
US$36.3  million (£25.3 million) on total turnover of US$129.4
million  (£90.8 million) for the eight months ended 31  August
2000.

The  total  consideration  for  the  Acquisition  is  US$1,575
million (£1,105.6 million) on a debt free basis, which will be
satisfied by:

(i)       a  cash payment of US$712.3 million (£500.0 million)
    to  be financed from the net proceeds of a 5 for 24 Rights
    Issue  announced today of 140,689,262 new Ordinary  Shares
    at 375 pence per share (the 'Rights Issue Shares'); and

(ii)the  issue  of  108,398,257 new Ordinary Shares  (with  an
    approximate   value  of  £605.6  million  based   on   the
    theoretical ex-rights price of 558.7 pence per share) (the
    'Consideration Shares').

An  additional  sum is payable or receivable  to  account  for
intercompany   balances  as  detailed  in  'Details   of   the
Acquisition' below.

The satisfaction of the total consideration will result in the
issue  of  approximately  249.1 million  new  Ordinary  Shares
representing approximately 26.9 per cent of the Enlarged Share
Capital of Spirent (15.2 per cent for the Rights Issue  Shares
and 11.7 per cent for the Consideration Shares).

Due  to its size, the Acquisition is conditional, inter  alia,
upon  approval  by  Shareholders at an  Extraordinary  General
Meeting to be held at 12 noon on Friday, 8 December 2000.

The  Rights  Issue has been fully underwritten by  Rothschild,
Schroder Salomon Smith Barney and Cazenove and the brokers  to
the  Rights  Issue  are  Cazenove and Schroder  Salomon  Smith
Barney.

The  Rights  Issue is not conditional upon completion  of  the
Acquisition. In the unlikely event that the Acquisition is not
completed,  the proceeds of the Rights Issue will be  used  to
reduce  the  Group's  borrowings  and  fund  further  business
expansion.

It is anticipated that completion of the Acquisition will take
place  on  18 December 2000,  following receipt of  regulatory
clearance.

Information on the Spirent Group

In  1997, the Board of Spirent adopted a strategy to transform
Spirent into an international technology company with a  focus
on  high  growth,  high  margin,  high  technology  activities
providing    state-of-the-art   solutions    for    customers.
Telecommunications   activities,  and   in   particular   test
equipment and performance analysis products, were targeted  as
high  growth  markets.  Since the  launch  of  this  strategy,
Spirent  has achieved strong organic growth and made a  number
of significant acquisitions in this field such that it has now
established  itself as a leader in telecommunications  testing
systems.

Spirent operates through four groups:

      Communications  --- a world leader in  the  fast-growing
  telecommunications test equipment market  in  which  it  has
  become a leading supplier to network equipment manufacturers,
  network service providers and global enterprises;
      Network  Products --- a leader in the  supply  of  cable
  management  systems and solutions and a provider of  network
  connectivity products;
      Systems --- a provider of combined software and hardware
  systems  to  the  aerospace,  environmental  and  industrial
  markets; and
       Sensing  Solutions  ---  a  provider  of  products  and
  solutions for sensing temperature, humidity, pressure and gas.

Spirent also has a 51 per cent interest in Interconnection,  a
joint   venture,   which  is  a  leader  in  wire   connection
technologies.  Interconnection has developed a successful  and
growing range of electronic automation control modules.

For  the  half  year  ended  30 June  2000,  Spirent  reported
unaudited  turnover of £316.4 million (1999:  £251.7  million)
and   profit   before  tax  and  goodwill   amortisation   and
exceptional items of £52.8 million (1999: £39.5 million). This
represented growth of 25 per cent in turnover and 33 per  cent
in profit before tax and goodwill amortisation and exceptional
items,  which  resulted in a 31 per cent  growth  in  headline
earnings  per  share  compared with the first  half  of  1999.
Shareholders' funds at 30 June 2000 were £291.1 million (1999:
£194.9 million).

For the half year ended 30 June 2000, the Communications group
contributed 36 per cent of Spirent's overall turnover  and  66
per cent of Spirent's operating profit before tax and goodwill
amortisation. These results reflected substantial growth  over
the  same  period in 1999: turnover grew 264  per  cent  (with
organic  growth of 80 per cent) while operating profit  before
tax  and  goodwill  amortisation grew by 226  per  cent  (also
including 80 per cent organic growth).

Background to and reasons for the Acquisition

Since 1997, Spirent Communications has been built into a world
leader  in  the fast-growing telecommunications test equipment
market.  With the addition of testing capabilities  in  voice-
transmission following the acquisition of Zarak, completed  on
13  November  2000,  and the introduction  of  the  internally
developed optical tester in September 2000, the Communications
group now offers performance analysis systems and solutions to
support major technologies in existing and new high speed data
networks.  Spirent  Communications  has  recently  received  a
number  of  prestigious  industry awards  for  its  innovative
products.

The Communications group's strategic focus to date has been to
support  the design and development of products for  the  next
generation  networks within the laboratories  of  the  network
equipment manufacturers. Its products are also used by service
providers  and  network operators, both in the evaluation  and
selection  of  equipment prior to its  deployment  into  their
networks  and  now,  increasingly, in  the  commissioning  and
monitoring of these networks.

Service  providers are facing new challenges as  they  convert
their   existing   networks  to  new  multi-service   networks
optimised  for  data, voice and video. At  the  same  time  as
understanding how to manage these advanced technologies,  they
are  also  having  to  change  from  selling  availability  of
transmission  lines to selling differentiated services.  These
are  typically  defined by detailed Service  Level  Agreements
guaranteeing customers a specific Quality of Service. In order
to  provide  these  contracted service levels,  providers  now
require  enhanced  network management systems  that  have  the
ability  to monitor Quality of Service levels on a  real  time
basis.  Spirent's  products (such  as  the  AX/4000  Broadband
Analyzer)  are already being used by major service  providers,
such as Sprint, to assist them in the establishment of network
monitoring  systems  to manage the performance  of  their  new
networks.

Spirent   believes   that  further  expansion   into   network
monitoring systems is a natural strategic move into a  larger,
complementary  market. On 9 November 2000,  Spirent  completed
the  acquisition  of net-HOPPER, which provides  network  test
access  switches used to connect different points of a network
to  a  remote network performance analyser, such as  Spirent's
AX/4000 Broadband Analyzer. The net-HOPPER acquisition was the
company's  first  step  in providing  customers  with  a  more
complete network monitoring solution.

The Board believes that the acquisition of Hekimian represents
a  significant further step in the implementation of Spirent's
strategy  through  the addition of a leading  network  service
assurance business.

Information on Hekimian

Hekimian  is one of the leading suppliers in North America  of
systems   for  assuring  the  delivery  of  telecommunications
services  across  today's sophisticated networks.   Hekimian's
products  are  focused on the requirements of network  service
providers  to  ensure  their  network  services  are   running
smoothly,  to locate quickly faults that arise and  to  enable
the  service providers to remedy them. Hekimian currently  has
over  300  systems managing customers' networks and more  than
10,000 probes installed.

Hekimian  is  based in Rockville, Maryland, USA and  has  been
owned  by  the  Axel Johnson Group, a privately owned  Swedish
group, since 1983. It has approximately 575 employees.

Hekimian's  customers  include the  traditional  US  telephone
companies, such as the Verizon and SBC Communications  groups,
known  as Incumbent Local Exchange Carriers (ILECs), and long-
distance  carriers  such  as Sprint,  known  as  InterExchange
Carriers  (IXCs).  Hekimian  supplies  digital  private   line
assurance  systems to its two largest customers,  the  Verizon
and SBC Communications groups, who provide the majority of the
ILEC access lines in the US.  Hekimian is currently supporting
the  introduction  of  new  DSL services  by  its  established
customers and has also recently expanded its customer base  to
the new telecommunications companies established following the
de-regulation of that industry.

Hekimian   has  a  portfolio  of  service  assurance  software
products, such as REACT 2001, a remote access and test  system
and PM Integrator, a performance monitoring operations system.
It  has  also  developed the first elements of a  new  modular
system  called CenterOp.   This modular system is designed  to
allow  service  providers  and network  operators  to  select,
according  to their particular requirements, from a  range  of
CenterOp point solutions including network surveillance, fault
alarms, fault management and network performance management or
to  use  a  combination  of  these for  an  integrated  system
solution. CenterOp is an open-architecture system designed  to
operate  with third party systems.  In addition, Hekimian  has
built  a  significant technical support organisation which  is
experienced  in  delivering and supporting  service  assurance
systems for major network service providers.

Hekimian  is  well placed to take advantage of the  continuing
growth opportunities for service assurance systems amongst its
existing   customers.  These  opportunities  arise  from   the
continued  roll-out  of high volume, high  speed  transmission
services such as xDSL and broadband. Hekimian is also  looking
to  expand  its  sales to network service providers,  Internet
Service   Providers  (ISPs)  and  Competitive  Local  Exchange
Carriers (CLECs) both within and outside North America.

For  the  eight months ended 31 August 2000 Hekimian generated
profit  before  taxation  of US$36.3 million  on  turnover  of
US$129.4 million. For the year ended 31 December 1999 Hekimian
generated  profit  before taxation of US$19.1  million  (1998:
US$13.5  million;  1997:  US$10.7  million)  on  turnover   of
US$101.7   million  (1998:  US$85.9  million;  1997:   US$80.2
million).

Hekimian   has  achieved  significant  growth  in  sales   due
principally  to  the  rapid  growth  in  demand  for  its  DSL
products,  driven by the recent deployment of DSL services  by
Hekimian's  major  customers. This is supported  by  continued
organic  growth  in  the  rest  of  the  business.  Hekimian's
business  is characterised by significant contracts  typically
for  delivery  over  a  6-12 month period.  Future  sales  are
supported  by  an order book of US$120 million  at  31  August
2000.   Working capital has increased during the  eight  month
period reflecting the increase in sales and the investment  in
strategic component inventories to meet shipping deadlines.

Audited net assets as at 31 August 2000 were US$23.4 million.

Benefits of the Acquisition

The  Board believes that the Acquisition will be a significant
further  step in Spirent's transformation and is an  excellent
opportunity for both Spirent and Hekimian:

The  network service assurance market is significant  and  has
high growth potential
  
  As  the  network  service  providers introduce  increasingly
  complex   next   generation  networks,  they  require   more
  sophisticated systems to manage these networks and  maximise
  their  capabilities. They increasingly source these  systems
  from third party providers, such as Hekimian, who understand
  the  new  technologies and can deliver the products and  the
  service support required.

  The  Board  believes, based on a variety of market  sources,
  that  the  rapidly  growing North American  network  service
  assurance market will be worth some US$3.5 billion  in  2000
  and  estimated  that  the worldwide Next Generation  Network
  Sector  of this market will be worth some US$0.5 billion  in
  2000  and  will  grow  by 35 per cent per  annum  to  US$1.7
  billion  in  2004,  driven  by  the  increased  demand   for
  broadband services.

  The  network  service assurance market is  larger  than  the
  Board's  estimate  of  the testing and performance  analysis
  market which the Communications group currently addresses.

Hekimian  is  well  placed  in the network  service  assurance
market

  Hekimian  is  a market leader in North America in  providing
  service assurance systems to ILECs and IXCs and is expanding
  its customer base. It is benefiting from rapid growth in the
  deployment of high volume, high speed transmission  services
  such as xDSL and broadband.

  Hekimian has a well-respected engineering skills base and  a
  strong  management  team  which is  enthusiastic  about  the
  opportunities  that  the combination of the  two  businesses
  presents.

Spirent's  and Hekimian's customer relationships and technical
expertise are complementary

  Hekimian's experience in the service assurance market  gives
  it  a  deep  understanding of its service provider customers
  and  how  they  use  the systems they  deploy.  Spirent  has
  similar    relationships   with   the   network    equipment
  manufacturers  and understands the potential  of  their  new
  products. Sharing this knowledge should provide Spirent  and
  Hekimian  with a competitive advantage by enabling  them  to
  enhance  the  quality of the systems designed and  installed
  for customers.

  Hekimian  has  a strong installed base of existing  products
  and  systems supporting the legacy networks of ILEC and  IXC
  customers,  and  has  already demonstrated  its  ability  to
  leverage these relationships to supply them with systems for
  the  next generation networks, such as ADSL. Spirent's  role
  in   the   development  of  the  current   high-speed   data
  technologies  such as IP and ATM, through products  such  as
  the AX/4000 Broadband Analyser and the CRYSTALhopper optical
  switch  will assist Hekimian to extend its product range  to
  cover these new technologies.

Spirent's  and  Hekimian's revenue growth is  expected  to  be
enhanced as a result of the Acquisition

  Spirent  and  Hekimian will be able to  use  their  combined
  engineering skills and sales capabilities to accelerate  the
  development  of  new  products and  increase  sales  to  new
  customers.   From  their strong combined position  they  can
  also build the necessary service capabilities to expand both
  alongside   their   increasingly   global   customers    and
  internationally.
  
Spirent will assist Hekimian in anticipating customers' future
product requirements

  Spirent's   position  as  a  leading  supplier  of   testing
  equipment  in  the development laboratories of  the  network
  equipment  manufacturers  keeps  it  at  the  forefront   of
  technological    development   in   the   telecommunications
  industry.   This  should  enhance  Hekimian's   ability   to
  anticipate  market requirements and provide  customers  with
  innovative products.

  This,   together  with  the  deep  understanding  of   their
  customers,  will leave the enlarged Spirent well  positioned
  to meet the end-to-end service assurance requirements of the
  future.

Like Spirent's previous acquisitions in the telecommunications
sector,  Hekimian is a focussed provider with a strong  market
position delivering integrated product to a specified market.

Details of the Acquisition

Spirent  has  agreed  to acquire Hekimian (conditional,  inter
alia,  upon approval by Shareholders and regulatory clearance)
through the acquisition of the entire issued share capital  of
Lexa  International Corporation, the holding company  for  the
Hekimian Group. The total consideration payable by Spirent  in
connection with the Acquisition is US$1,575 million  (£1,105.6
million),  with  an additional sum payable  or  receivable  to
account for intercompany balances.

The consideration will be satisfied by the payment of US$712.3
million in cash, to be financed from the net proceeds of  a  5
for 24 Rights Issue of 140.7 million Rights Issue Shares, with
the  balance  being satisfied by the issue  of  108.4  million
Consideration  Shares. Based on the TERP of 558.7  pence,  the
issue  of  Consideration Shares is equivalent to approximately
£605.6 million. An additional sum is payable or receivable  in
respect of intercompany balances outstanding  between Hekimian
and   the  Vendors  as  at  the  date  of  completion  of  the
Acquisition,  which  will be paid either  by  Spirent  to  the
Vendors  or  repaid by the Vendors to Spirent, depending  upon
whether Hekimian owes money to the Vendors or the Vendors  owe
money  to  Hekimian  at  the date of  the  completion  of  the
Acquisition.    As  at  31 August 2000,  US$23.3  million  was
payable by Hekimian to the Vendors.

The satisfaction of the total consideration will result in the
issue  of  approximately  249.1 million  new  Ordinary  Shares
representing approximately 26.9 per cent of the Enlarged Share
Capital of Spirent (15.2 per cent for the Rights Issue  Shares
and 11.7 per cent for the Consideration Shares).

Under  the  terms of the Stock Purchase Agreement the  Vendors
are  prohibited, except in certain exceptional  circumstances,
from  disposing  of the Consideration Shares until  after  the
publication  of  the  Company's interim results  for  the  six
months  ending  30 June 2001 (expected to be  early  September
2001),  when 50 per cent of the Consideration Shares  will  be
released from the lock-up restrictions. The remaining  50  per
cent  of  the Consideration Shares will be released  from  the
lock-up  restrictions after the publication of  the  Company's
preliminary  results  for  the year ending  31  December  2001
(expected to be the end of February 2002).

The  Board has extended an invitation to Goran Ennerfelt  (age
60), President and Chief Executive Officer of Axel Johnson AB,
to join the Board in a non-executive capacity. The appointment
is  subject to, and will be effective from, completion of  the
Acquisition.  Mr Ennerfelt, who is married to  Antonia  Ax:son
Johnson,  the  Chairman and fourth generation  owner  of  Axel
Johnson  AB, joined Axel Johnson in 1966 and was appointed  to
his   present  position  in  1979.  He  is  Chairman  of   the
Supervisory  Council  of  SNS (Sweden's  trade,  industry  and
commerce  organisation)  and a board  member  of  the  Swedish
American Foundation and a director of Samhall AB.

Management of Hekimian and the Spirent Communications Group

Following   the   Acquisition,  Spirent  Communications   will
comprise two complementary businesses, namely, the new Network
Monitoring  division and the existing Telecoms Test  Equipment
division.  My  Chung will continue to lead the  Communications
group  as  its President and will also be acting President  of
the  Network  Monitoring division, which  will  comprise  both
Hekimian  and the recently acquired net-HOPPER. My Chung  will
continue  to  report  to  Spirent's Chief  Executive  Officer,
Nicholas Brookes.

The  Hekimian management team has extensive experience in  the
provision  of  network  service  assurance  systems   to   the
telecommunications industry. The team will continue to be  led
by  Des  Wilson,  who  is the President  and  Chief  Executive
Officer of Hekimian. He will report directly to My Chung.  The
current   business  operation  and  management  structure   of
Hekimian  will remain unchanged following the Acquisition  and
key   senior  management  are  expected  to  enter  into   new
employment  agreements  and  non-competition  arrangements  at
completion.

The  Board  looks  forward  to  welcoming  all  of  Hekimian's
employees to the Spirent Group.

In  addition,  Barry  Phelps will  be  promoted  to  lead  the
Telecoms  Test  Equipment  division  as  its  President.  This
division will comprise all other existing Communications group
businesses,  including the recently acquired  Zarak.  He  will
also report directly to My Chung.

Financial effects of the Acquisition

The  Board  believes  that the Acquisition  will  enhance  the
earnings  per share of the Company (before taking  account  of
goodwill  amortisation) and will generate positive  free  cash
flow in the first full year of ownership.

Principal terms of the Rights Issue

The  Company proposes to issue to Qualifying Shareholders,  by
way  of rights, 140,689,262 Rights Issue Shares at a price  of
375  pence  per Ordinary Share, payable in full on acceptance,
on the following basis:

5 Rights Issue Shares         for every 24 Existing Shares 

and  so in proportion for any other number of Existing Shares. The  Rights  
Issue has been fully underwritten by  Rothschild,Schroder Salomon
Smith Barney and Cazenove.   Entitlements  to Rights Issue Shares 
will be rounded down to the nearest  whole number and fractional 
entitlements to Rights Issue Shares will not  be  allotted to 
Shareholders but will be  aggregated  and sold in the market for 
the benefit of the Company.

The Rights Issue Shares will, when issued and fully paid, rank
pari passu in all respects with the Existing Shares, including
the   right  to  receive  in  full  all  dividends  and  other
distributions  thereafter  declared,  paid  or  made  on   the
Ordinary Shares.

The Rights Issue is conditional, inter alia, upon:

(i)  the  Underwriting Agreement becoming unconditional in all
     respects  and not being terminated prior to Admission  of
     the Rights Issue Shares, nil paid; and

(ii) Admission of the Rights Issue Shares, nil paid, occurring
     by  8.00  a.m.  on 17 November 2000 (or such  later  time
     and/or date as Rothschild, Schroder Salomon Smith Barney,
     Cazenove and the Company may agree).

Application  has  been made to the UKLA for the  Rights  Issue
Shares to be admitted to the Official List and to the LSE  for
the  Rights Issue Shares to be admitted to trading on the main
market of the LSE. It is expected that Admission of the Rights
Issue  Shares  will  become effective and that  dealings  will
commence, nil paid, on 17 November 2000.

The latest time and date for acceptance and payment in full of
the Rights Issue Shares will be 3.00 p.m. on 7 December 2000.

Based on the closing price of an Ordinary Share on 15 November
2000  (the last business day before announcement of the Rights
Issue) of 597 pence and the proposed Rights Issue Price of 375
pence  for  each Rights Issue Share, the theoretical ex-rights
price of an Ordinary Share is 558.7 pence.


Use of the proceeds from the Rights Issue

The  net proceeds raised from the Rights Issue will be  £522.6
million after related expenses, of which £500 million will  be
used   as   part   consideration  for  the  Acquisition   with
acquisition expenses being paid out of the balance. To  ensure
that   funds   are  available  to  complete  the  Acquisition,
Rothschild,  Schroder Salomon Smith Barney and  Cazenove  have
agreed to acquire all the Rights Issue Shares not taken up  in
the Rights Issue on the basis to be summarised in the circular
to  be  sent  to  shareholders.  In view of the  size  of  the
discount  to the current share price, the commission  expected
to  be  payable by the Company (0.625 per cent  of  the  value
underwritten)  is significantly less than would  typically  be
paid  on  a conventionally discounted rights issue in the  UK.
The  Rights  Issue is not conditional upon completion  of  the
Acquisition. In the unlikely event that the Acquisition is not
completed,  the proceeds of the Rights Issue will be  used  to
reduce  the  Group's  borrowings  and  fund  further  business
expansion.


The Consideration Shares

The  Company  has  conditionally agreed to  issue  108,398,257
Consideration   Shares  to  the  Vendors  as   part   of   the
consideration for the Acquisition subject to, inter alia,  the
passing  of  the  resolution  approving  the  Acquisition   by
Shareholders  at the Extraordinary General Meeting,  Admission
of the Consideration Shares and completion of the Acquisition.

The Consideration Shares will, when issued, rank pari passu in
all  respects  with the Existing Shares and the  Rights  Issue
Shares,  including the right to receive in full all  dividends
and  other distributions thereafter declared, paid or made  on
the Ordinary Shares. The Consideration Shares are expected  to
represent  approximately 11.7 per cent of the  Enlarged  Share
Capital.

Application  has  been made to the UKLA for the  Consideration
Shares to be admitted to the Official List and to the LSE  for
the Consideration Shares to be admitted to trading on the main
market  of  the  LSE.  It is expected that  Admission  of  the
Consideration Shares will become effective on 19 December 2000
or,  if  completion of the Acquisition is delayed, as soon  as
practicable thereafter.


Dividend Policy

The Board confirms that it has a modestly progressive dividend
policy reflecting the nature and financial characteristics  of
Spirent's  businesses.  The Board currently intends to  adjust
future  dividend payments per Ordinary Share pro rata to  take
account  of  the bonus effect of the Rights Issue.  The  Board
proposes  to recommend at the annual general meeting  a  final
dividend  of  3.0 pence for the year ending 31 December  2000.
This compares to an adjusted final dividend for the year ended
31 December 1999 of 2.89 pence.


Current trading and prospects of the Enlarged Group

At  the  interim  results presentation  on  7  September  2000
Nicholas Brookes, Chief Executive, of Spirent said: 'Given the
increasing  investment  being made by  the  telecommunications
industry  and the rapid pace of technological change,  Spirent
is   well  positioned  to  take  advantage  of  future  market
potential.  We  look  forward to a further strong  performance
during the second half of the year and beyond.'

The  second  half trading to date has been in line with  these
performance expectations. With the acquisitions of  Zarak  and
net-HOPPER  in  the  second half of this year,  together  with
continued  strong organic growth in the Communications  group,
the company remains positive about Spirent's future.

The   Board  believes  that  the  Acquisition  and  subsequent
integration of Hekimian will create further opportunities  for
the  Enlarged  Group to compete successfully  in  the  network
technology  sectors  which the Company is  targeting,  and  an
improved  product  offering should significantly  enhance  the
prospects  of the business. Accordingly, the Board  views  the
future prospects of the Enlarged Group with confidence.


Other

It is anticipated that a circular providing further details of
the   Acquisition   and   Rights  Issue   and   convening   an
extraordinary  general meeting will be posted to  shareholders
later today.

A  briefing for analysts and fund managers will be held  today
at  9.30  a.m. at the Lincoln Centre, 18 Lincoln's Inn Fields,
London   WC2.  Photographs  from  the  presentation  will   be
available  from 2.00 p.m. at the following web  site  address:
www.newscast.co.uk
                               

Enquiries:

Nicholas Brookes, Chief  Spirent                   [phone]
Executive                                                    5959
Eric        Hutchinson,        From 17 November      +44 (0) 1293
Finance Director                                           767676
Geoff Zeidler, Director                                          
of Business Development
                                                                 
Tim Hancock              Rothschild                [phone]
                                                             5000
William Spurgin                                                  
                                                                 
David Smith              Schroder Salomon Smith    [phone]
                         Barney                              4000
Philip Drinkall                                                  
Atholl          Turrell                                          
(Corporate Broking)
Mark  Anwyl  (Corporate                                          
Broking)
                                                                 
Julian Cazalet           Cazenove                  [phone]
                                                             2828
Andrew Hodgkin                                                   
                                                                 
Jon Coles                Brunswick (London)        [phone]
                                                             5959
Rupert Young                                                     


Schroder Salomon Smith Barney, Rothschild and Cazenove,  which
are  regulated  in  the United Kingdom by the  Securities  and
Futures Authority Limited are acting for Spirent in connection
with the Rights Issue and Acquisition and no one else and will
not  be responsible to anyone other than Spirent for providing
the  protections afforded to their customers or for  providing
advice  in  relation  to this document  or  any  other  matter
referred to herein.

The  PALs  and the new Ordinary Shares have not been and  will
not  be  registered under the Securities Act and  may  not  be
offered  or sold in the United States, absent registration  or
an  applicable examination from the registration  requirements
of the Act.


Background note:

      Spirent  Communications,  the  largest  business  within
  Spirent,  has  been built over the past four  years  through
  organic growth and acquisitions, into a leading provider  of
  telecoms test equipment to support the major technologies in
  the existing and next generation high speed data networks.

      Service  providers are increasingly  required  to  offer
  their customers a specific level of Quality of Service leading
  to  a need for new service assurance systems to manage their
  multi-service networks on a real time basis.

      Spirent products are already being used by major service
  providers  to  assist them in the establishment  of  network
  monitoring.   Spirent believes that further  expansion  into
  systems for monitoring next generation networks is a natural
  strategic move into a larger, complementary market.

      The Board estimate the Next Generation Network Sector of
  the  worldwide Service Assurance market will be  worth  some
  US$0.5 billion in 2000 and will grow by 35 per cent per annum
  to US$1.7 billion in 2004 driven by the increased demand for
  broadband services.

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

Spirent  is  a  FTSE 100 company quoted on  the  London  Stock
Exchange   (ticker:  SPT.L)  in  the  Information   Technology
Hardware  sector.   The Company operates a  Level  1  American
Depository  Receipt  programme (ticker: SPNUY;  CUSIP  number:
8456  M100).   For further information, contact Brian  Heston,
The  Bank  of  New  York,  American Depositary  Receipts,  101
Barclay  St, 22 West, New York, NY 10286  Phone: +1 (212)  815
3938,  Fax:   +1  [phone], email:  [e-mail]
web site: www.adrbny.com

                          APPENDIX 1
                               
            EXPECTED TIMETABLE OF PRINCIPAL EVENTS


                                                          2000
Record date for the Rights Issue             Close of business
                                                            on
                                                   14 November
Provisional Allotment Letters despatched           16 November
Dealings in Rights Issue Shares expected to        17 November
commence, nil paid
Latest time for splitting Provisional                3 pm on 5
Allotment Letters, nil paid                           December
Latest time for receipt of Forms of Proxy         12 noon on 6
                                                      December
Latest time for acceptance and payment in            3 pm on 7
full of the Rights Issue Shares                       December
Extraordinary General Meeting                     12 noon on 8
                                                      December
Expected completion date of the Acquisition        18 December
Expected date of Admission of Consideration        19 December
Shares
Latest time for splitting Provisional               3 pm on 19
Allotment Letters, fully paid                         December
Latest time for registration of                     3 pm on 21
renunciation                                          December
Definitive certificates for Rights Issue     By 8 January 2001
Shares despatched

Notes:

(1)  The  dates set out in the expected timetable of principal
     events  above and mentioned throughout this document  and
     in  the Provisional Allotment Letters may be adjusted  by
     Spirent, in which event details of the new dates will  be
     notified to the UK Listing Authority and the London Stock
     Exchange  and,  where appropriate, to  Shareholders.   In
     particular, Admission of the Consideration Shares may  be
     delayed  if completion of the Acquisition does not  occur
     on  18 December 2000.  In such an event, Admission of the
     Consideration  Shares  will take place  on  the  earliest
     practicable date following completion of the acquisition.

                          APPENDIX 2
                               
          DEFINITIONS AND GLOSSARY OF TECHNICAL TERMS
                               
The following definitions apply throughout this document,
unless the context requires otherwise:

'Acquisition'    the  proposed  acquisition  of  the  Hekimian
                 Group   by  Spirent  pursuant  to  the  Stock
                 Purchase Agreement

'Admission'      the admission of the Rights Issue Shares,  in
                 nil  paid  form, and/or of the  Consideration
                 Shares  (as the case may be) to the  Official
                 List and to trading on the main market of the
                 London  Stock Exchange becoming effective  in
                 accordance  with the Listing  Rules  and  the
                 rules of the London Stock Exchange

'Cazenove'       Cazenove & Co.

'Consideration   the  108,398,257 new Ordinary Shares proposed
Shares'          to  be  issued to the Vendors as part of  the
                 Acquisition consideration

'CRYSTALhopper'  CRYSTALhopper  network  test  access   switch
                 designed and manufactured by net-HOPPER

'Directors' or   the directors of Spirent
'Board'

'Enlarged        the   Spirent  Group  as  enlarged  following
Group'           completion of the Acquisition

'Enlarged Share  the  issued ordinary share capital of Spirent
Capital'         following  the  issue  of  the  Rights  Issue
                 Shares and the Consideration Shares

'Existing        the  Ordinary Shares in issue on  the  Record
Shares'          Date

'Extraordinary   the  extraordinary general meeting of Spirent
General          convened for 12 noon on 8 December 2000,  the
Meeting' or      notice of which is set out at the end of this
'EGM'            document

'Hekimian'       Hekimian   Laboratories,  Inc.,  a   Delaware
                 corporation

'Interconnectio  WAGO Kontakttechnik GmbH and WAGO Contact  SA
n'               and their subsidiaries

'London Stock    London Stock Exchange plc
Exchange' or
'LSE'

'net-HOPPER'     net-HOPPER Systems Inc.

'new Ordinary    the Rights Issue Shares and the Consideration
Shares'          Shares

'Ordinary        ordinary shares of 3 1/3 pence nominal  value
Shares' or       each in the capital of Spirent
'Spirent
Shares'

'Overseas        holders  of  Ordinary Shares with  registered
Shareholders'    addresses  outside the United Kingdom  and/or
                 who have not given the Company an address for
                 service of notices within the United Kingdom

'Provisional     the renounceable provisional allotment letter
Allotment        sent to Qualifying Shareholders in connection
Letter' or       with the Rights Issue
'PAL'

'Proposed        Goran Ennerfelt, who is to be invited to join
Director'        the  Board  as  a non-executive  Director  of
                 Spirent   subject  to  and   effective   from
                 completion of the Acquisition

'Qualifying      Shareholders  (other  than  certain  Overseas
Shareholders'    Shareholders) whose names are on the register
                 of members of the Company on the Record Date

'Record Date'    the close of business on 14 November, 2000

'Rights Issue'   the proposed issue of  Ordinary Shares by way
                 of rights as described in this document

'Rights Issue    the  price of 375 pence at which each of  the
Price'           Rights Issue Shares is being offered pursuant
                 to the Rights Issue

'Rights Issue    the  140,689,262 new Ordinary Shares proposed
Shares'          to be issued pursuant to the Rights Issue

'Rothschild'     N M Rothschild & Sons Limited

'Schroder        Salomon   Brothers   International   Limited,
Salomon Smith    trading  as  Schroder  Salomon  Smith  Barney
Barney'          (Salomon  Smith Barney is a service  mark  of
                 Salomon Smith Barney Inc. and Schroders is  a
                 trademark  of Schroders Holdings plc  and  is
                 used under licence)

'Securities      the  United  States Securities Act  1933,  as
Act'             amended

'Shareholders'   the holders of Ordinary Shares

'Spirent' or     Spirent plc
the 'Company'

'Spirent         those existing companies in the Spirent Group
Communications'  comprising its telecommunications businesses
or
'Communications
group'

'Spirent Group'  Spirent and its subsidiary undertakings
or 'Group'

'Stock Purchase  the  conditional agreement dated 16  November
Agreement'       2000  made  between Lexa BV,  Antonia  Ax:son
                 Johnson,   Spirent   and   Spirent    Holding
                 Corporation

'TERP'           theoretical  ex-rights price  of   pence  per
                 Ordinary Share

'Underwriting    the  conditional underwriting agreement dated
Agreement'       16   November   2000  between  the   Company,
                 Rothschild, Schroder Salomon Smith Barney and
                 Cazenove relating to the Rights Issue

'Underwriters'   Rothschild, Schroder Salomon Smith Barney and
                 Cazenove as underwriters for the Rights Issue
                 pursuant to the Underwriting Agreement

'United          United  Kingdom of Great Britain and Northern
Kingdom' or      Ireland
'UK'

'UK Listing      the   Financial  Services  Authority  in  its
Authority' or    capacity as the UK Listing Authority
'UKLA'

'Vendors'        Lexa  BV,  Antonia  Ax:son Johnson  or  their
                 nominee as the context requires

'Zarak'          Zarak Systems Corporation
                               
                          APPENDIX 3
                               
                  Glossary of Technical Terms
                               

'ADSL'          Asymmetric  Digital  Subscriber  Line   --   a
                specific  form  of  DSL  technology  in  which
                bandwidth  available for downstream connection
                from   the  local  exchange  is  significantly
                larger than for upstream to the local exchange
'ATM'           Asynchronous  Transfer Mode  --  a  method  of
                transmitting  data  as  streams  of  cells  of
                identical   size,   each   cell   carrying   a
                destination  address. ATM  can  allow  greater
                capacity  on  data  circuits than  alternative
                systems.   Circuits   can   also   efficiently
                transmit voice, data and video signals at  the
                same time
'CLEC'          Competitive  Local Exchange Carrier  --  a  US
                telephone company, which began operating after
                the  US  Telecommunications Act  of  1996  was
                enacted, that competes with other local  phone
                companies to provide local telephone and  data
                services. The term is sometimes now  used  for
                non-US  companies  formed  after  a  country's
                deregulation
'DSL'           Digital  Subscriber  Line  --  a  system   for
                transmitting data digitally over the  existing
                copper  local  loop (access network)  at  much
                higher  data rates than conventional  methods.
                This  enables  for  example,  transmission  of
                video across existing telephone lines or  much
                faster downloads from the internet
'ILEC'          Incumbent  Local  Exchange  Carrier  --  a  US
                company  which  was providing local  telephone
                service   (voice   or  data)   when   the   US
                Telecommunications Act of  1996  was  enacted,
                including    the   regional   Bell   operating
                companies. Companies competing with ILECs  are
                called  CLECs. The term is sometimes now  used
                for   non-US  companies  existing   before   a
                country's deregulation
'IP'            Internet  Protocol  -- an agreed  standard  by
                which  data is transmitted over the  internet.
                IP  is  part  of the suite of protocols  using
                connectionless technology, routing messages in
                discrete packets over any available route
'ISP'           Internet  Service Provider -- a communications
                service company that provides internet  access
                and services to its customers
'IXC'           InterExchange  Carrier -- a telephone  service
                company     that     provides    long-distance
                connections  between local  exchange  carriers
                (CLEC's  and  ILEC's).  Often  called   'long-
                distance carriers'
'Quality of     A   quality  of  service  typically   provided
Service'        pursuant to a Service Level Agreement
'Service Level  An   agreement  between  a  supplier  and  its
Agreement'      customer  providing for a guaranteed  standard
                of service
'xDSL'          A generic term for the various schemes of DSL