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ProQuest Company Announces New Board Appointments

ANN ARBOR, Mich., Nov. 19, 2003 -- ProQuest Company a leading publisher of information solutions and content for the library, classroom, automotive and powersports markets, today announced that Linda G. Roberts, the founding director of the U.S. Department of Education's Office of Educational Technology, and Todd S. Nelson, president and chief executive officer of Apollo Group were appointed to the company's Board of Directors on November 19, 2003. Their terms will begin on January 4, 2004, the first business day of ProQuest's 2004 fiscal year.

"I am very pleased that ProQuest has added two well-respected and accomplished executives to its Board of Directors," said Alan Aldworth, president and chief executive officer of ProQuest Company. "Dr. Roberts is a true pioneer in the field of educational technology, and Todd Nelson has been a prime mover behind the growth of online adult education. I am confident they will be able to provide excellent insights and perspectives to the Board as ProQuest continues to grow. I am delighted to welcome them to ProQuest's Board of Directors," Aldworth added.

Dr. Linda G. Roberts

Dr. Roberts brings a vast knowledge of education and educational technology to the ProQuest Board of Directors.

Dr. Roberts was the founding director of the U.S. Department of Education's Office of Educational Technology, and served as the Secretary of Education's special advisor on technology. She developed the first National Technology Plan, launched five new technology programs for the Clinton Administration, and increased the Federal technology budget from $30 million to more than $900 million.

Dr. Roberts earned her Bachelor of Science from Cornell University, her Master of Education from Harvard University and her Doctorate of Education from the University of Tennessee.

"ProQuest Company has quickly become well known as a leader in the K-12 classroom market," said Roberts. "I'm excited about this opportunity to contribute to the company's strategy, especially with respect to its educational publishing initiatives."

Dr. Roberts is the recipient of many awards, including the Smithsonian Computer World Award for Leadership in Education, the ISTE NECC 2000 Pioneer Award, the Federal 100 Award, the U.S. Distance Learning Association's Eagle Award and the COSN Community Leader Award. Electronic Learning Magazine named Dr. Roberts "Technology Educator of the Decade." She is a Senior Advisor to Classroom Connect, Apple Computer and several leading technology companies. She serves on the Board of Directors of Wireless Generation and Carnegie Learning, Inc. She is a Trustee of the Board of the Sesame Workshop and the Education Development Center.

Todd S. Nelson

Mr. Nelson brings extensive experience in higher education and distance learning to ProQuest Board.

Mr. Nelson is president and chief executive officer of Apollo Group, Inc., a $1 billion in revenues for-profit education company that provides programs tailored to working adults. Apollo's University of Phoenix is the largest private university in the United States.

Mr. Nelson began working at Apollo Group as director of University of Phoenix's Utah campus. He held this position until he became executive vice president of the University of Phoenix. In 1994, he became vice president of Apollo Group, Inc. and was named president in 1998.

"ProQuest Company has made impressive contributions to higher education electronic publishing with its innovative XanEdu products," said Nelson. "I'm very pleased to have the opportunity to contribute to ProQuest's future as part of the company's Board of Directors," Nelson added.

A native of Utah, Mr. Nelson earned his Bachelor of Science from Brigham Young University and his Master of Business Administration from the University of Nevada at Las Vegas.

ProQuest also announced that John H. Scully has stepped down as a member of the company's Board of Directors, effective November 19, 2003. "John Scully was instrumental to ProQuest Company's success during his 15 years on the company's Board of Directors. We would like to thank him for his dedicated service to ProQuest," said Alan Aldworth, ProQuest's president and chief executive officer.

And lastly, ProQuest reported that Chairman James P. Roemer will retire from full-time duty with the company effective December 31, 2003. He will continue to serve as Chairman of the company's Board of Directors and will advise company management on a part-time basis through the end of 2004.

"I'm proud of my association with ProQuest Company and its many accomplishments over the years. The company is well positioned for continued success. I have full confidence in our new leadership team and believe the company will continue in its winning ways," said Roemer.

"This is the next logical step in our planned management succession for the company," said Alan Aldworth, ProQuest's president and chief executive officer. "Throughout his career at ProQuest, Jim has been an insightful leader and an important mentor to many of our senior executives. He has excelled in every position he has taken on, and was instrumental in positioning ProQuest for its current and future successes. We have all been very fortunate to work with a man of Jim's caliber, and the ProQuest team wishes him all the best in his upcoming retirement."

William E. Oberndorf, Managing Director of SPO Partners & Co. and a member of ProQuest's Board of Directors said, "We have been very fortunate to have Jim Roemer as ProQuest's leader during a critical time in the company's history. Jim did a tremendous job in determining what Bell & Howell was, and creating a strong vision of what the company could be. He made that vision reality through thoughtful planning and management, and created the ProQuest we know today. The Board thanks Jim for his many contributions to ProQuest, and we are pleased that we will continue to have Jim's ongoing participation as a Board member."

About ProQuest Company

ProQuest Company is based in Ann Arbor, Mich., and is a leading publisher of value-added information and content for the library, classroom, automotive and powersports markets. We provide products and services to our customers through two business segments: Information & Learning and Business Solutions. Through our Information & Learning segment, which primarily serves the library and classroom markets, we aggregate and publish value-added content from a wide range of sources including newspapers, periodicals and books. Our Business Solutions segment is primarily engaged in the delivery in electronic form of comprehensive parts and service information to the automotive market. It also provides dealers in the powersports (motorcycle, marine, RV and outdoor power) markets with management systems that enable them to manage their inventory, customer service and other aspects of their businesses.

Forward-Looking Statements

Some of the statements contained herein constitute forward-looking statements. These statements relate to future events or our future financial performance and involve known and unknown risks, uncertainties and other factors that may cause our or our markets' actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. These risks and other factors you should specifically consider include, among other things, the company's ability to successfully integrate acquisitions and reduce costs, global economic conditions, product demand, financial market performance, and other risks listed under "Risk Factors" in our regular filings with the Securities and Exchange Commission. In some cases, you can identify forward-looking statements by terminology such as "may," "should," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential," "continue," "projects," "intends," "prospects," "priorities," or the negative of such terms or other comparable terminology. These statements are only predictions. Actual events or results may differ materially.

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