Offer for Lindberg Corp.

Bodycote International PLC
14 December 2000

                 BODYCOTE INTERNATIONAL PLC
                 ('BODYCOTE' OR 'THE GROUP')
                              
      CASH OFFER FOR LINDBERG CORPORATION ('LINDBERG')

Summary

*    Lindberg is the largest commercial heat treater in
     North America with a network of 41 plants. Bodycote's
     North American operations consist of 40 plants,
     offering hot isostatic pressing, metallurgical coatings
     and materials testing as well as commercial heat
     treatment services. The combined group will have a
     North American business with annualised sales of over
     $300 million.

*    The combination of Lindberg's and Bodycote's North
     American commercial heat treatment operations will
     provide Bodycote with an improved position in North
     America, with a network of 63 plants, from a total of
     over 700 plants, which will  provide a more viable
     alternative to in house facilities.

*    The cash offer values Lindberg's issued share capital
     at $102.6 million (£70.7 million). Annualised proforma sales and
     EBITDA for Lindberg for the year to 31 December 2000
     will show $139.5 million (£96.0 million) and $28.5
     million (£19.6 million) respectively. Net assets
     acquired are $63.3 million (£43.6 million), including
     expected net debt of $56.5 million (£38.9 million).

*    The acquisition is expected to be earnings enhancing in
     the first full year.

*    Bodycote is confident in the prospects for the Group
for the year.

*    Enhances Bodycote's organic growth prospects in the
medium term.


John Chesworth, Managing Director of Bodycote, said:

'The combination of our two businesses is a major step
forward in the realisation of our North American strategic
objectives. We have known Lindberg for several years and
hold it in high regard. The combined North American group
creates a network in commercial metallurgical processing
with the breadth necessary to be a strong and attractive
alternative to in-house facilities. Our extensive experience
of integrating acquisitions and developing the commercial
heat treatment industry in Europe and North America places
us in an excellent position to maximise the commercial heat
treating opportunities of the World's largest economy.'


Leo Thompson, President and Chief Executive Officer of
Lindberg, said:

'We believe that this agreement will deliver outstanding
value for both sets of shareholders and look forward to
being part of the enlarged North American commercial heat
treatment group.'

Enquiries:

Bodycote                                                      
On 14 December 2000 via Financial Dynamics,      01625 505 300
thereafter
                                                              
John Chesworth, Managing Director                             
                                                              
David Landless, Finance Director                              
                                                              
                                                              
Dresdner Kleinwort Benson                        020 7623 8000
Jim Hamilton                                                  
                                                              
                                                              
Financial Dynamics                               020 7269 7186
Richard Mountain                                              

An analysts' presentation will be held at Financial
Dynamics, 26 Southampton Buildings, WC2, commencing at
9.00am.


Further information on Bodycote and Lindberg can be obtained
from their websites which can be viewed at www.bodycote.com
and www.lindberght.com respectively.

   BODYCOTE INTERNATIONAL PLC ('BODYCOTE' OR 'THE GROUP')
                              
      CASH OFFER FOR LINDBERG CORPORATION ('LINDBERG')


Benefits of the acquisition

The acquisition of Lindberg provides Bodycote with an
improved position in the provision of commercial heat
treatment services in North America. North American demand
for commercial heat treatment services has enormous
potential as, at present, only 10 per cent. of the total
industry is outsourced, of which the enlarged network will
service approximately 12 per cent.

The acquisition:

*    Creates a group with the critical mass to accelerate
     the growth of commercial heat treatment services in
     North America.

*    Will generate important cross selling opportunities for
     other metallurgical services provided by the Bodycote
     group in North America and Europe.

*    Bodycote will introduce initiatives to improve the
     efficiency and operating performance of Lindberg.

*    Anticipates cost savings of $3-5 million (£2.1 - 3.4
     million) in the first full year following acquisition.

*    Expected to be earnings enhancing in the first full
year.


Information on Lindberg

Lindberg is the largest commercial heat treater in North
America, with operations in the United States and in Mexico.
Lindberg serves more than 10,000 customers in a range of
industries including: aerospace, automotive, oil field
equipment, consumer products, agricultural equipment, heavy
truck, construction, defence and machine tool markets.  Its
customers include both component manufacturers and original
equipment manufacturers.

Lindberg utilises metallurgical processes to enhance
hardness, wear and corrosion resistance or machinability of
customer-owned, metal parts. These processes are employed at
various points in the manufacturing cycles of both raw
materials and industrial components.  Typical products that
the company heat treats are aircraft components, automotive
parts, machine tools and dies, oil-field drill rig parts,
bearings, gears, axles, fasteners, golf club heads, bicycle
frames, aluminium baseball bats and parts for the Space
Shuttle.

Lindberg currently has 41 heat treatment plants, located in
the major industrial centres of the Mid-West, California,
Texas and the North-East of the United States.


Financial information on Lindberg

In the years ended 31 December 1998 and 1999, Lindberg
reported turnover of $125.1 million and $120.5 million and
operating profit of $18.1 million and $14.8 million
respectively.  In the nine months ended 30 September 2000,
Lindberg reported turnover of $95.0 million and operating
profit of $10.2 million.  As at 30 September 2000, the date
of the last published quarterly accounts (unaudited), net
assets were $63.3 million and net debt was $58.7 million.

After discussions with the management of Lindberg, the
Directors of Bodycote believe that the annualised proforma figures for Lindberg
(including the acquisitions made during 2000 of Thermo
TerraTech Inc. and Industrial Heat Treating & Metallurgical
Company) for the year ending 31 December 2000 will show
turnover of $139.5 million (£96.0 million), earnings before
interest, depreciation and amortisation of $28.5 million
(£19.6 million), operating profit before goodwill
amortisation of $19.9 million (£13.7 million), and profit
before tax and goodwill amortisation of $16.0 million (£11.0
million). These annualised proforma numbers include initial cost
savings of $3.3 million (£2.3 million) expected for the acquisition of Lindberg.


Summary terms of the deal

Bodycote and Lindberg have announced that they have signed a
definitive merger agreement. Under the terms of the
agreement, Bodycote will make a cash tender offer of $18.125
per share for all the outstanding shares of Lindberg. The
Lindberg Board has approved the transaction and has agreed
to recommend the transaction to its shareholders. Based on
the number of shares of Lindberg on a fully diluted basis,
the transaction has a total equity value, net of option
proceeds, of $107.6 million (£74.1 million).  Bodycote will
also assume Lindberg's expected net debt of $56.5 million
(£38.9 million).

It is anticipated that the tender offer will commence within
a week, with completion expected as early as January 2001.
Completion of the tender offer is subject to customary
conditions, including the acquisition by Bodycote of a
majority of Lindberg common shares and antitrust clearance.

The acquisition will be funded out of existing resources and
certain other facilities that have been put in place for the
acquisition.


North American commercial heat treatment industry

It is estimated that 90 per cent. of the $20 billion North
American heat treating requirement is processed in-house by
major manufacturers, such as Ford Motor Company, Caterpillar
and General Electric.  Commercial heat treaters, like
Bodycote and Lindberg, process customer-owned parts as an
extension of the manufacturing cycle and account for the
remaining 10 per cent. Together, Lindberg and Bodycote will
service approximately 12 per cent. of North American
commercial heat treatment requirements.


Information on Bodycote's heat treatment operations

Bodycote operates in the field of materials technology and
metal processing, with its principal areas of operation
comprising heat treatment, hot isostatic pressing, materials
testing and metallurgical coatings.

Bodycote's heat treatment division currently has 119 plants
in 16 countries around the world, of which 22 are in North
America.  The division has benefited from the growth in the
commercial heat treatment market in the UK and the rest of
Europe.  The Directors believe that the acquisition of
Lindberg will give Bodycote's North American heat treatment
division further critical mass and thus become a more viable
alternative to in-house facilities. The Directors expect
that, over time, the proportion of North American heat
treatment that is subcontracted will increase towards the
higher levels of between 15 per cent. and 25 per cent.
presently outsourced in Europe.


Current trading and prospects

Conditions in the North American commercial heat treatment
industry are currently showing an improving trend in both
the aerospace and industrial gas turbine industries and some
improvement in oil and gas.  These gains are expected to be
partially offset in 2001 by weakening automotive and heavy
truck demand.

Lindberg published its results for the nine months ended 30
September 2000 on 27 October 2000.

Bodycote is confident in the prospects for the Group for the
current year and intends to publish its results for the year
ending 31 December 2000 on 21 March 2001.


General

Dresdner Kleinwort Benson North America LLC acted as
financial advisor to Bodycote. Jones, Day, Reavis & Pogue
LLP acted as external legal counsel to Bodycote. Credit
Suisse First Boston acted as financial advisor to Lindberg.
Bell, Boyd and Lloyd LLC acted as external legal counsel to
Lindberg.

Safe Harbor Statement under the Private Securities
Litigation Reform Act of 1995: This press release contains
certain 'forward-looking' statements within the meaning of
the Private Securities Litigation Reform Act of 1995. These
statements are based on management's current expectations
and are naturally subject to uncertainty and changes in
circumstances. Actual results may vary materially from the
expectations contained herein. The forward-looking
statements contained herein include statements about future
financial and operating results and benefits of the pending
acquisition of Lindberg by Bodycote. Factors that could
cause actual results to differ materially from those
described herein include: the inability to obtain necessary
antitrust approvals; actions of the U.S., foreign and local
governments; the inability to successfully integrate the
businesses of Lindberg and Bodycote; costs related to the
merger; the inability to achieve synergy resulting from the
merger; the economic environment of the food and consumer
product manufacturing industry and the general economic
environment. More detailed information about these factors
is set forth in the reports filed by Lindberg and furnished
by Bodycote with the Securities and Exchange Commission.
Neither Bodycote nor Lindberg is under any obligation to
(and expressly disclaims any such obligation to) update or
alter its forward-looking statements, whether as a result of
new information, future events or otherwise.

Bodycote intends to file an Offer to Purchase and a Letter
of Transmittal with the US Securities and Exchange
Commission relating to Bodycote's offer to purchase
outstanding shares of common stock of Lindberg. All Lindberg
stockholders are strongly advised to read the Offer to
Purchase and Letter of Transmittal when they are available
because they contain important information relating to the
offer. These documents will be available at no charge on the
SEC's Website at httpwww.sec.gov and may be obtained for
free from MacKenzie Partners, Inc. by calling (800) 322
2885.