Issue of Equity

Ninth Floor (The) PLC
16 September 2002


                        Rowan Dartington & Co. Limited
                                         press release


                                  FOR IMMEDIATE RELEASE

                                    The Ninth Floor plc

Introduction

Ninth Floor, the remote video monitoring, e-surveillance and software support
services Group, is proposing to raise up to £1.35m (net of expenses) by means of
a Placing and Open Offer of up to 150,000,000 New Ordinary Shares at 1p per
share.

Background to and reasons for the Placing and Open Offer

In February 2002 the Company raised £440,956 by a cash placing of 44,095,644
Ordinary Shares at 1p each with three individuals, Robert Davies, John Dalton
and Michael James ('the Investors') who also agreed to support an overdraft
facility of £200,000.  This capital injection was urgently required by the
Company to enable it to meet its then current trading obligations.  The
requirement for cash arose to a significant extent from the legacy of the
Company's previous investments and associated high operational costs, including
the operating of a London office, and the realisation of its interest in Swansea
City Football Club Plc.

The Company appointed a new chief executive, Christopher Thomas, in June 2002.
Since his appointment the Board has undertaken a thorough review of the Group's
financial position and has identified the Group's likely cash and capital
requirements. This review has covered the period up until the time the Board
expects the Group to have a positive cash flow from its current operations.  In
addition, an assessment has been made of the resources required to develop AIMS
and Farsight and, in particular, to extend the activities of e-Surveillance
where the Board believes the Group has a product with real competitive
advantages in its markets.

Taking together the need to sustain the operations of the Group and the further
aim of facilitating a reasonable investment in expanding the operations of the
Group, the Company is seeking to raise £1.5 million (before expenses).   This is
proposed to be achieved by a Placing (subject to clawback to satisfy acceptances
under the Open Offer) of £1 million with the Investors, and a firm placing of up
to £500,000 with a further group of investors, which includes Christopher
Thomas, the new Chief Executive.

In order to enable all shareholders to participate in this equity funding, the
£1 million of shares placed with the Investors is subject to clawback by
existing Shareholders, pro rata to their shareholdings, through the Open Offer.
Details of the Placing and Open Offer are summarised below.

Once the proceeds of the Placing and Open Offer have been received the Company's
overdraft, which is secured by personal guarantees from certain of the Directors
and senior management of the Company together with the Investors, will be repaid
and the guarantees will lapse.

The City Code on Takeovers and Mergers

The Investors, who are deemed to be persons acting in concert ('Concert Party'),
currently hold 44,095,644 Ordinary Shares representing 29.9 per cent. of the
issued ordinary share capital of the Company.  Assuming that the Open Offer is
fully taken up by qualifying shareholders on the record date of 12 September ('
Qualifying Shareholders') and the firm placing is subscribed in full, this will
result in the Investors owning in aggregate 73,945,644 Ordinary Shares,
representing 24.53 per cent. of the enlarged issued ordinary share capital
following completion of the Placing and Open Offer.  However, to the extent the
Open Offer is not fully taken up by Qualifying Shareholders, the Investors have
undertaken to subscribe for additional New Ordinary Shares which could result in
them holding (if no other Qualifying Shareholders take up their entitlements and
the firm placing is not fully subscribed) in aggregate, 144,095,644 Ordinary
Shares, representing 52.88 per cent. of the enlarged issued ordinary share
capital following completion of the Placing and Open Offer.

The Panel on Takeovers and Mergers has agreed, subject to a resolution being
passed on a poll by the independent shareholders at the Extraordinary General
Meeting ('the EGM'), to waive the obligation of the Investors to make a general
offer to Shareholders under Rule 9 which would otherwise arise upon completion
of the Placing and Open Offer ('the Whitewash Waiver').

Details of the Placing and Open Offer

The Company intends to issue up to 150,000,000 New Ordinary Shares at 1p per New
Ordinary Share ('the Placing and Open Offer Price') to raise up to £1,500,000
before expenses which are expected to be £110,000 (exclusive of VAT) in cash
plus £40,000 to be satisfied by the issue of 4,000,000 New Ordinary Shares at
the Placing and Offer price.

Under the terms of the Open Offer which is being made by Rowan Dartington & Co.
Limited on behalf of the Company, Qualifying Shareholders may subscribe for the
100,000,000 New Ordinary Shares ('Offer Shares') (under the clawback arrangement
described below) at the Placing and Offer Price on the basis of 1 Offer Share
for every 1.47477 Existing Ordinary Shares (rounded down to the nearest whole
number).  Completion of the Open Offer is conditional, inter alia, on the
passing of the resolutions at the EGM to increase the share capital and
authorise the Directors to issue the New Ordinary Shares and to approve the
Whitewash Waiver.

The Offer Shares have been conditionally placed with the Investors, subject to a
clawback to the extent necessary to satisfy applications from Qualifying
Shareholders under the Open Offer.  Irrevocable undertakings to apply for
10,747,328 Offer Shares (representing approximately 10.75 per cent. of the Offer
Shares) under the Open Offer have been received from all the Directors who
currently hold Ordinary Shares and certain other management.

The Record Date for participation in the Open Offer is 12 September and the
Existing Ordinary Shares will be marked 'ex' the entitlement to participate in
the Open Offer on 16 September 2002.  Qualifying shareholders wishing to
participate in the Open Offer are notified that it closes at 3 p.m. on 7 October
2002 and that the application form, together with the remittance for payment in
full in respect of the New Ordinary Shares applied for, must be returned by that
time.  Shareholders should note that application forms are personal to
shareholders and may not be transferred except to satisfy bona fide market
claims.

Entitlements of Qualifying Shareholders will be rounded down to the nearest
whole number of Offer Shares.  Any resulting fractional entitlements of
Qualifying Shareholders will not be allocated pursuant to the Open Offer but
will be sold to the Investors pursuant to the Placing Agreement for the benefit
of the Company.

Qualifying Shareholders may apply for up to their pro rata entitlement but shall
not be entitled to make applications in excess of their pro rata entitlement.
Shareholders should be aware that the Open Offer is not a rights issue and that
Offer Shares that are not taken up by Qualifying Shareholders pursuant to the
Open Offer will be sold to the Investors pursuant to the Placing Agreement for
the benefit of the Company.

Of the 50,000,000 New Ordinary Shares that are the subject of the firm placing
('Firm Placing Shares'), 20,000,000 have been placed and 30,000,000 are expected
to be conditionally placed firm with new investors, (including Christopher
Thomas), who do not currently own shares in the Company.

The New Ordinary Shares will, when issued and fully paid, rank pari passu in all
respects with the Existing Ordinary Shares including entitlement to all
dividends declared made or paid in respect of the Existing Ordinary Shares.


Change of name

To reflect the change in the emphasis of the Group's activities to concentrating
on the IT and security operations of Farsight and AIMS and, in particular, the
planned expansion of Farsight's security business through e-Surveillance, it is
proposed to change the Company's name to Farsight plc.


Share capital reduction

Once the Group returns to profitability the Board proposes that the Company
should undertake a capital reduction exercise to reduce the share capital of the
Company and to eliminate the 442,688,571 deferred shares arising on the capital
reduction undertaken in June 2001 ('the Deferred Shares'). This capital
reduction exercise would create a reserve against which the deficit on the
Company's profit and loss account (which was £8,972,000 as at 31 May 2002) will
be written off.

A special resolution will be put to shareholders at the EGM for the purpose of
giving approval to the cancellation of the Deferred Shares, the reduction of the
Company's share premium account and the cancellation of the capital redemption
reserve.

If the special resolution to reduce the Company's share capital is passed by the
shareholders and approved by the holders of the Deferred Shares, the Company
will then seek the confirmation of the High Court to the share capital
reduction.  The High Court will only sanction resolutions for the reduction of a
company's share capital if it is satisfied that this will not prejudice the
interests of the creditors.  This is likely to require the Company entering into
an undertaking with the Court to safeguard the interests of the creditors.


New EMI Share Option Scheme

The Board intends, subject to adoption of the EMI Share Option Scheme at the EGM
to grant options under the EMI Share Option Scheme over 11,750,000 Ordinary
Shares to certain directors and employees of the Company immediately following
the EGM at an exercise price equivalent to the Placing and Open Offer Price.

The aggregate awards under the EMI Share Option Scheme and the existing Share
Option Scheme will not exceed ten per cent. of the Company's issued share
capital from time to time.


Extraordinary General Meeting

A notice convening an Extraordinary General Meeting of the Company to be held at
the offices of AGN Shipleys, 10 Orange Street, Haymarket, London WC2 7DQ 11.15
a.m. on 10 October 2002 is included in the Prospectus being sent to shareholders
today.


Recommendation

The Directors, unanimously have undertaken to vote in favour of the resolutions,
in respect of their own beneficial holdings which, in aggregate amount to
5,004,997 Ordinary Shares representing approximately 3.39 per cent. of the
Company's Existing Ordinary Shares and the Investors have undertaken to vote in
favour of all Resolutions (other than the that in respect of the Whitewash
Waiver in which they are interested) in respect of the 44,095,644 Existing
Ordinary Shares in which they are interested, representing approximately 29.90
per cent. of the Existing Ordinary Shares.


ENQUIRIES:

The Ninth Floor plc                                 0173 331 7614
Chris Thomas

Rowan Dartington & Co. Limited                      0117 933 0020
Mike Coe


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