Acquisition

MITIE Group PLC
24 August 2004


                           MITIE GROUP PLC ('MITIE')

                Purchase of shares in MITIE subsidiary companies

MITIE announces that on 23 August 2004 it agreed to purchase certain minority
shareholdings of five MITIE subsidiary companies in accordance with their
Shareholders' Agreements.

MITIE's Chief Executive, Ian Stewart commented, 'The MITIE model continues to
provide opportunity for entrepreneurial managers. It still remains an important
part of our growth strategy. These are good examples of our ability to produce
organic growth.'

The shareholdings to be purchased in the five companies are:

MITIE Air Conditioning (North) Ltd ('MAC North') - 46.5% of the issued share
capital, comprising 39,710 B ordinary shares of 1p each and 19,710 deferred
shares of £1 each, for a consideration of £1,308,070.40. Such consideration will
be satisfied as to £73,352.75 in cash and as to the remaining £1,234,717.65 by
the issue of 959,004 new ordinary shares of 2.5p each in MITIE. MAC North
undertakes the installation of air conditioning systems for clients in the North
of England. The turnover and pre-tax profits of MAC North for the year ended 31
March 2004 were £7,072,427 and £596,402 respectively.

MITIE Engineering Services (Retail) Ltd ('MES Retail') - 39.31% of the issued
share capital, comprising 39,305 B ordinary shares of £1 each, for a
consideration of £1,047,871.30. Such consideration will be satisfied as to
£71,802.10 in cash and as to the remaining £976,069.20 by the issue of 758,112
new ordinary shares of 2.5p each in MITIE. MES Retail operates nationally
providing mechanical and electrical engineering services to large blue chip
clients in the retail sector. The turnover and pre-tax profits of MES Retail for
the year ended 31 March 2004 were £10,822,394 and £713,070 respectively. 6.75%
of the issued share capital of MES Retail will still be held by minority
shareholders following the purchase.


MITIE Roofing Services Ltd ('Roofing') - 40.35% of the issued share capital,
comprising 69,000 B ordinary shares of £1 each, for a consideration of
£1,017,060. Such consideration will be satisfied as to £39,718.75 in cash and as
to the remaining £977,341.25 by the issue of 759,100 new ordinary shares of 2.5p
each in MITIE. Roofing provides roofing services to clients in the Midlands
area. The turnover and pre-tax profits of Roofing for the year ended 31 March
2004 were £4,827,665 and £218,374 respectively.


MITIE Security (Scotland) Ltd ('Security Scotland') - 7.91% of the issued share
capital, comprising 11,000 B ordinary shares of 1p each, for a consideration of
£84,480. Such consideration will be satisfied as to £7,003.40 in cash and as to
the remaining £77,476.60 by the issue of 60,176 new ordinary shares of 2.5p each
in MITIE. Security Scotland provides security manned guarding services and
technology solutions to clients in Scotland. 19.47% of the issued share capital
of Security Scotland will still be held by minority shareholders following the
purchase.


MITIE Greencote Ltd ('Greencote') - 3.08% of the issued share capital,
comprising 4,450 B ordinary shares of 1p each and 4,450 deferred shares of 1p
each, for a consideration of £43,570.50. Such consideration will be satisfied as
to £13,108.25 in cash and as to the remaining £30,462.25 by the issue of 23,660
new ordinary shares of 2.5p each in MITIE. Greencote provides plastering and
building refurbishment services to clients in the North East of England.

The total consideration for all five purchases amounts to £3,501,052.20
satisfied as to £204,985.25 in cash and as to the remaining £3,296,066.95 by the
issue of 2,560,052 new ordinary shares of 2.5p each in MITIE ('the New MITIE
Shares'), valued at 128.75p per share (being the mid market price per MITIE
share at close on 12 August 2004).

As a result of these purchases MITIE will own 100% of MAC North, Roofing and
Greencote and 93.26% and 80.53% of MES Retail and Security Scotland respectively
.

Application will be made shortly to the United Kingdom Listing Authority for
admission to the Official List, and to the London Stock Exchange plc for
admission to trading on its market for listed securities, of the New MITIE
Shares, which will rank pari passu with the existing ordinary shares, save that
they will not be entitled to participate in dividends declared in relation to
the year ended 31 March 2004 and that they cannot be transferred for a period of
2 years from 23 August 2004. It is expected that admission of the New MITIE
Shares to the Official List will become effective on 27 August 2004.

For further information please contact:

Ruby McGregor-Smith
Group Finance Director
MITIE Group PLC
Tel: [phone]
Mobile: [phone]

John Telling
Head of Corporate Affairs
MITIE Group PLC
Tel: [phone]
Mobile: [phone]

24 August 2004





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