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AMETEK Completes $225 Million Senior Note Offering

17 July 1998

AMETEK Completes $225 Million Senior Note Offering; Strong Demand Led to $25 Million Increase in Note Offering; Tender Offer for 9-3/4% Senior Notes Completed

    PAOLI, Pa., July 17 -- AMETEK Inc. announced
today the conclusion of its Rule 144A placement of $225 million principal
amount of 7.20% Senior Notes due 2008, and the related completion of the
tender offer for all of its $150 million principal amount of 9-3/4% Senior
Notes due 2004.  In response to strong investor demand the 7.20% Senior Note
offering, rated investment grade ("BBB") by Standard & Poor's, and BA1 by
Moody's, was increased from $200 million to $225 million.
    Proceeds of the Senior Note offering were used to repay approximately
$136 million principal amount of the 9-3/4% Senior Notes received in the
concurrent cash tender offer which expired July 15, 1998, as well as fees and
expenses related to the offering.  The Company said it expects to record a
third quarter extraordinary after-tax charge of approximately $9 million for
the early extinguishment of the 9-3/4% Senior Notes.
    Walter E. Blankley, Chairman and Chief Executive Officer, said, "This
important financing will reduce our cost of capital and enhance future
earnings per share.  We will use the balance of the net proceeds from this
Note offering to reduce bank debt, strengthening our capacity for future
growth.  We have achieved four consecutive years of record sales and earnings
from continuing operations and we expect to continue that growth trend in
1998."
    The initial purchasers for the 7.20% Note offering were Salomon Smith
Barney, BancAmerica Robertson Stephens and BT Alex. Brown.  Salomon Smith
Barney was the exclusive dealer manager and consent solicitation agent.
    The 7.20% Senior Notes have not been registered under the Securities Act
of 1993 and may not be offered or resold absent registration or an applicable
exemption from registration requirements.  This announcement is neither an
offer to sell nor solicitation of an offer to buy the Notes.  The company has
agreed to file a registration statement with respect to the 7.20% Senior Notes
sold pursuant to Rule 144A and upon approval of such registration, will offer
to exchange the privately placed notes for publicly registered notes.
    AMETEK is a leading global manufacturer of electric motors and electronic
instruments in North America, Europe, and Asia.  Sales are expected to
approach $1 billion in 1998.  It's Corporate Growth Plan is based on Four Key
Strategies: Operational Excellence, New Products, Global & Market Expansion,
and Strategic Acquisitions & Joint Ventures.  Its objective is double-digit
percentage growth in earnings per share from continuing operations and a
superior return on total capital.  The common stock of AMETEK is a component
of the S & P Mid Cap 400 Index and the Russell 2000 Growth Index.

    Forward-looking Information
    Information contained in this news release, other than historical
information, are considered "forward-looking statements" and may be subject to
change based on various factors and uncertainties that may cause actual
results to differ significantly from expectations.  Those factors are
contained in AMETEK's Securities and Exchange Commission filings.