Issue of Equity/Acquisition

Harrier Group PLC
12 April 2000

                               HARRIER GROUP PLC
                                       
                            PLACING AND OPEN OFFER
                    PROPOSED ACQUISITION OF ZEUROS LIMITED

Introduction
It  was announced today that the Company intends to raise £14.8 million (£14.2
million  net  of expenses) through a Placing and Open Offer by  Peel  Hunt  of
5,903,337 Open Offer Shares at 250p per share to fund the proposed acquisition
of  Zeuros.  The  Placing and Open Offer has been fully underwritten  by  Peel
Hunt.

The  Group  has today conditionally agreed to acquire the entire issued  share
capital of Zeuros for a consideration comprising £14 million in loan stock and
the Consideration Shares. The Consideration Shares will comprise 2,000,000 new
Ordinary  Shares  or, if larger, such number of new Ordinary Shares  that  are
worth  £6,000,000 when valued by an average mid-market closing  price  formula
for  a short period prior to completion, subject to a maximum of 3,000,000 new
Ordinary Shares.

Information on the Enlarged Group
Harrier
Harrier provides consultancy led integrated software and hardware solutions in
two  growing  markets;  Internet  and  network  security,  and  advanced  data
protection  and storage management. It provides a complete range  of  services
comprising  consultancy, installation, training, maintenance  and  support  as
well  as  the  resale  of  the hardware and software  required  to  satisfy  a
particular contract. Harrier is independent of any product manufacturers,  but
has developed close business relationships with RSA Security Inc., Check Point
Software  Technologies  Inc.,  AXENT  Technologies  Inc.,  Storage  Technology
Corporation  and  Legato Systems Inc., which are some of the  world's  leading
manufacturers of products resold by Harrier.

On  15 March 2000, Harrier expanded its Internet and network security division
through  the  acquisition  of Re-Net Limited, an IT  consultancy  and  support
services   company  that  has  developed  relationships  with  a   number   of
manufacturers including RSA Security Inc. and Citrix Systems Inc.

Zeuros
Zeuros  was established by the Vendors in the early 1990s. The company  is  an
independent, consultancy led provider of network and security solutions.  Like
Harrier,  Zeuros also provides installation services and resells the  required
software   and  hardware  for  its  solutions.  Zeuros'  specific   areas   of
technological  expertise  include networking,  personal  authentication,  data
encryption  and  firewalls. The company is an accredited  reseller  for  CISCO
systems  Inc., AXENT Technologies Inc., Nortel Networks Inc. and  Check  Point
Software Technologies Inc. amongst others.

Approximately 45 per cent. of Zeuros' revenue in the year ended  31  May  1999
was generated from professional services comprising installation, consultancy,
support,  maintenance and training. In particular, Zeuros  manages,  maintains
and  provides administration services for its clients' networks  either  on  a
remote or on-site basis.

As  at 29 February 2000, the Company had a total of 30 full time and part time
employees, 24 of whom were revenue earning.

In  the  year  to  31  May  1999, Zeuros generated  revenue  of  £3.7  million
representing an increase of 34 per cent. over the previous year and  generated
pre-tax  profit of £580,000 compared to £303,000 in the previous corresponding
period. Zeuros generated revenue in the nine months ended 29 February 2000  of
approximately £3.6 million.


Reasons for the Acquisition
As  stated  in the Company's AIM admission document dated 28 October  1999,  a
core  part  of the Directors' strategy is to enhance Harrier's organic  growth
through the acquisition of complementary businesses.

The  Directors believe that the acquisition of Zeuros will benefit the Company
for the following reasons:

  The  Directors  believe that Zeuros has a well recognised  name  in  the  UK
   network security market which will increase the profile of Harrier in  this
   field;

  Zeuros  operates  in  the same market place as Harrier Networks  and  has  a
   complementary skill base and
   product   set.  In  particular,  the  technological  expertise  of  Zeuros'
   employees  in  network  management will broaden the range  of  network  and
   security solutions that Harrier is able to offer;

  Approximately  45 per cent. of Zeuros' revenue in the year to  31  May  1999
   was  derived  from professional services compared to approximately  33  per
   cent.  for  Harrier in the year to 31 December 1999. The  Acquisition  will
   therefore  assist the Directors in achieving their stated aim of increasing
   the  proportion of professional service revenues to 50 per cent.  of  Group
   turnover by 2002;

  Zeuros   specialises  in  the  provision  of  managed  services  which   the
   Directors believe is a market with significant growth potential;

  The  Enlarged  Group will have a total of 48 revenue earning staff  compared
   to the 28 revenue earning staff that Harrier employed at 29 February 2000;

  There  is  no significant overlap between the respective customer  bases  of
   Zeuros  and  Harrier, which the Directors believe will lead to considerable
   cross selling opportunities.

The   Directors   believe  that  the  acquisition  of  Zeuros   will   enhance
significantly the Group's earnings per share in the current year.


Terms of the Acquisition Agreement
Under the Acquisition Agreement, the Group has conditionally agreed to acquire
Zeuros  in  consideration for the issue to the Vendors at  completion  of  £14
million  in  loan  stock,  the Consideration Shares and  for  the  additional,
incidental  consideration  referred to below. The  Consideration  Shares  will
Comprise  2,000,000  new Ordinary Shares or, if larger,  such  number  of  new
Ordinary Shares that are worth £6,000,000 (rounded down to the nearest  pound)
when  valued by an average mid-market closing price formula for a short period
prior  to  completion, subject to a maximum of 3,000,000 new Ordinary  Shares.
The loan stock will be redeemable at the Vendors' election in whole or in part
at any time after 31 December 2000.

Completion of the Acquisition Agreement is conditional on Admission and on the
Placing Agreement becoming unconditional in all other respects. On completion,
each  of  the  Vendors will enter into a two year service agreement  with  the
Group.

The  Vendors  have  given the Group certain warranties  and  an  indemnity  in
relation to Zeuros' tax liabilities under which their maximum liability (other
than  for wilful non-disclosure) is £7 million. They have also undertaken  not
to  compete  with the Zeuros business as carried on at completion  for  up  to
three  years  after  completion.  They have  agreed  not  to  dispose  of  any
Consideration  Shares  following completion, other  than  in  certain  limited
circumstances  and other than for the disposal of up to 400,000  Consideration
Shares following the first anniversary of completion.

An  additional consideration will be the issue to the Vendors of  new  voting,
non-participating  shares  in the Company's wholly-owned  subsidiary,  Harrier
Corporation Limited. The non-participating shares will carry the right  to  11
per  cent. of all votes exercisable at general meetings of Harrier Corporation
Limited but will not carry any right to dividends or to capital on its winding
up.  They  will not be transferable other than to another member of the  Group
and they will cease to confer any voting rights on the 6 April 2008, from when
Harrier   will  have  the  right  to  acquire  all  of  them  for  a   nominal
consideration.

The  Acquisition Agreement permits the payment by Zeuros to the Vendors, prior
to completion, of an effective net cash dividend of approximately £800,000.


Details of the Placing and Open Offer
The  Placing  and Open Offer is intended to raise approximately £14.8  million
(£14.2  million net of expenses) by the conditional placing of 5,903,337  Open
Offer  Shares  subject to the rights of Qualifying Shareholders to  apply  for
such  shares  under the Open Offer. Of the proceeds of the  Placing  and  Open
Offer,  £ 14.0 million are to be used to fund the repayment of the loan  stock
being issued as part of the consideration for the proposed Acquisition, whilst
the  balance will be used to meet the Company's costs of the Placing and  Open
Offer  and  for  working capital. Qualifying Shareholders will  be  given  the
opportunity to subscribe under the Open Offer for the Open Offer Shares  at  a
price  of  250p  per share, payable in full on acceptance,  up  to  a  maximum
entitlement calculated on the following basis:

                 2 Open Offer Shares for every 7 Ordinary Shares

and  so  in  proportion for any other number of Ordinary Shares  held  on  the
Record  Date. Qualifying Shareholders may apply for any whole number  of  Open
Offer Shares up to their maximum entitlement shown in Box 2 on the Application
Form.  Entitlements to Open Offer Shares will be rounded down to  the  nearest
whole number of shares. The fractional entitlements which would otherwise have
arisen  will not be allotted to Qualifying Shareholders but will be aggregated
and issued under the Placing.

Application  Forms  are personal to Shareholders and may  not  be  transferred
except to satisfy bona fide market claims.

The  Open  Offer Shares will be allotted credited as fully paid and will  rank
pari  passu  in all respects with the existing Ordinary Shares, including  the
right to receive all dividends and other distributions declared, made or  paid
after the date of their issue.

Peel  Hunt  has agreed that it will use its reasonable endeavours  to  procure
placees  for all of the Open Offer Shares, subject to the rights of Qualifying
Shareholders  to  acquire such shares under the Open  Offer.  Peel  Hunt  will
itself  subscribe for any Open Offer Shares which are not taken up  under  the
Open Offer or the Placing.

The  Placing and Open Offer is conditional, inter alia, on Admission  becoming
effective.  It is expected that Admission of the Open Offer Shares  will  take
place and that dealings in those shares will commence on 12 May 2000.

Southwind  Limited, certain Directors and Wayne Bugden, a  senior  manager  of
Harrier,  have undertaken not to subscribe for their aggregate entitlement  of
4,026,756  Open Offer Shares under the Open Offer (representing  approximately
68  per  cent.  of the Open Offer Shares). Such shares have been conditionally
placed firm with institutional and other investors.

The  remaining 1,876,581 Open Offer Shares (representing approximately 32  per
cent.  of  the  Open  Offer  Shares)  have  been  conditionally  placed   with
institutional  and  other  investors, subject to  clawback  to  satisfy  valid
applications under the Open Offer.

The  Board recognises that the Issue Price is at a significant discount to the
current  market  price.  The  Board, which has  been  advised  by  Peel  Hunt,
considers that the Issue Price of 250p per Open Offer Share was the best price
at  which the Open Offer Shares could be conditionally placed given the market
conditions prevailing at that time.

It  is  expected  that  the proceeds of the Placing and  Open  Offer  will  be
received by the Company on 12 May 2000.