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National Express Group Acquires US Student Bus Company

31 May 2000

School Services & Leasing Inc. Bought for $205 million

    LONDON - National Express is acquiring School Services & Leasing Inc., 
the second largest privately owned student transportation bus company in the 
USA, for $205 million in cash.  The acquisition will be funded through existing 
bank facilities.  The transaction is scheduled to complete on 31st August, 
2000, following receipt of Surface Transportation Board consent.  The 
acquisition is expected to be immediately earnings enhancing before the 
amortisation of goodwill.

    Proforma results for SSL for the year ended 31st December, 1999 show
EBITDA of 17.5 million pounds ($26.3 million) and operating profit of
11.5 million pounds($17.3 million) on turnover of 66.7 million pounds
($100 million).  Audited net assets at 31st July, 1999 were 34.6 million
pounds ($51.9 million).

    SSL is based in Kansas City, Kansas.  Established in 1976 with 110 buses,
it now has over 3,100 vehicles, serving over 40 school boards across 8 states
from New Mexico to Massachusetts.  SSL employs 4,000 people, including
3,600 drivers and attendants, and 54 million student trips are made on its
services each year.

    The acquisition of SSL consolidates the Group's position as the third
largest student transportation operator in North America.  The student
transportation division will now have almost 9,000 vehicles, employ over
10,000 people and operate in 20 states, from California to Connecticut.  SSL's
operations will be consolidated into the division's existing businesses based
in Austin, Texas reporting to Larry Durham, Chief Executive of National
Express' North American operations.

    Commenting on the acquisition Larry Durham said:  "The acquisition of SSL
opens up important new markets for us and consolidates our position in the
Mid West.  The addition of SSL's team of professional managers will add
greater depth of operational experience and skill in that region.  I welcome
SSL's employees to the Group and look forward to working with them to achieve
further growth through continuing to provide high quality transportation
services to our customers across North America."

    Phil White, Chief Executive of National Express said:  "The acquisition of
SSL is another important step in consolidating our position in the
North American public transport market.  Together with our public transit bus
operations we now have an annualised turnover of 330 million pounds
($500 million) and employ over 16,000 people in the USA."