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Ansaldo Trasporti Announces Proposal to Acquire All Outstanding Shares of Ansaldo Signal N.V.

26 January 2000

Ansaldo Trasporti Announces Proposal to Acquire All Outstanding Shares of Ansaldo Signal N.V.

    ROME, Jan. 24 -- Ansaldo Trasporti S.p.A. announced today
that it proposed to acquire the remaining 18.3% of outstanding Common Shares
of Ansaldo Signal N.V. currently held by public shareholders
at a price per share of $3.80 pursuant to a cash tender offer.
    The offer will be launched subject to its affirmative recommendation to
the public shareholders of Ansaldo Signal by the company's Managing Board,
Supervisory Board and any committee of independent members of the Supervisory
Board which Ansaldo Signal might choose to appoint.  The offer is not
conditioned on obtaining financing or on a minimum number of shares being
tendered.  Upon successful completion of the tender, the shares of Ansaldo
Signal will no longer be listed on the Nasdaq National Market.
    This proposed transaction has a total value of approximately
US $14 million.
    The managing director and chief executive officer of Ansaldo Signal has
indicated to Ansaldo Trasporti that he would call a meeting of the Board of
Directors of the Company later today.  It is expected that at such meeting the
Board of Directors will appoint an independent committee to evaluate and
analyze the fairness of the offer and to authorize such committee to retain
independent counsel and investment bankers to assist it in this transaction.
    No assurance can be given with respect to whether any transaction will
occur.  Ansaldo Trasporti does not intend to disclose any details of any
discussions relating to the transaction pending their outcome.
    Schroder & Co. Inc. will serve as financial adviser to Ansaldo Trasporti
for this transaction.

    Ansaldo Trasporti S.p.A., an Italian corporation and a majority-owned
subsidiary of Finmeccanica S.p.A., is a manufacturing company engaged in the
design, manufacture and sale of freight and light rail cars and systems.  It
presently owns 81.7% of the outstanding shares of Ansaldo Signal.  Ansaldo
Signal offers signaling automation and control systems, products, services and
maintenance to rail-based customers around the world.  Based in Schiphol,
The Netherlands, Ansaldo Signal was formed in November 1996 to combine the
railway signaling and automation business investments of Ansaldo Trasporti.

    This press release contains forward-looking statements made pursuant to
the safe harbor provisions of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Act of 1934.  These forward-looking statements
are subject to uncertainties that could cause actual events to differ from
those in the statements, including, without limitation, a change in the
business plan of Ansaldo Trasporti S.p.A., the outcome of negotiations with
Ansaldo Signal N.V., or adverse business, regulatory or economic developments.

    Holders of the Common Shares of Ansaldo Signal N.V. should read the Offer
to Purchase that will be disseminated by Ansaldo Trasporti S.p.A. upon
commencement of the cash tender offer.  Ansaldo Trasporti will file the Offer
to Purchase with the Securities and Exchange Commission at that time.  The
Offer to Purchase and other filed documents relating to the tender offer will
be available from the Public Reference Room of the Commission, subject to a
copying fee.   The Commission's address is 450 5th St., N.W. Washington, D.C.
20549.  The telephone number of the Public Reference Room is (202) 942-8090.
Copies of the materials will also be available directly from Ansaldo Trasporti
by calling 011-39-081-243-2236 or writing to Ansaldo Trasporti S.p.A., Via
Nuova delle Brecce 260, 80147 Naples, Italy.