Acqn/Issue of Equity, etc

Tandem Group PLC
29 August 2000


                      TANDEM GROUP PLC
                              
            ACQUISITION OF POT BLACK (UK) LIMITED
                             and
              TWO WHEEL TRADING COMPANY LIMITED
         PLACING AND OPEN OFFER TO RAISE £4 MILLION
                    in conjunction with a
         CAPITAL REORGANISATION AND ADMISSION TO AIM
                              
Tandem   Group  plc  ('Tandem'),  one  of  the  UK's  leading
manufacturers  and distributors of bicycles, today  announces
the  acquisition  of  two companies with  a  combined  annual
turnover  of  almost £10 million, Pot Black (UK)  Limited,  a
manufacturer  of  snooker  and pool  tables,  and  Two  Wheel
Trading  Company  Limited, a Midlands-based manufacturer  and
distributor  of  bicycle accessories.  The consideration  for
the acquisition of Pot Black is £932,500, to be satisfied  as
to   £800,000  in  cash  and  the  balance  in  shares.   The
consideration  for the acquisition of Two  Wheel  Trading  is
£700,000,  to be satisfied as to £500,000 in shares  and  the
balance in cash.

At  the  same  time, Tandem is effecting a Placing  and  Open
Offer  of  80,000,000 new Ordinary Shares at 5p per share  to
raise  approximately  £3.4  million  net  of  expenses,   and
proposing a reorganisation of its share capital, cancellation
of  its listing on the Official List and the admission of its
enlarged share capital to trading on AIM.  The Open Offer  is
being  made  by Peel Hunt plc on behalf of the company  on  a
basis of 1 new Ordinary Share for every 5 shares held on  the
record  date of 21 August 2000.  It is anticipated  that  the
Company's shares will cease to be listed with effect from the
opening  of  business  on  26 September  2000  and  that  the
enlarged  share capital (save for the shares to be issued  as
consideration  in respect of the acquisitions which  will  be
admitted on 28 September 2000) will be admitted to AIM on  27
September 2000.

The proposals include a write off of current bank debt of  DM
4,121,344 and £48,000, and the conversion of DM 1,236,403  of
bank  debt  into New Ordinary Shares at 7.2 pence per  share.
This  debt  restructuring,  which  is  conditional  upon  the
Placing   being  completed,  will  increase  net  assets   by
approximately    £1,700,000,   compared   with    the    cash
consideration  of  £1,000,000 for  the  acquisitions.   As  a
result  of  the  proposals, the Group's pro-forma  net  asset
position will change from negative to positive.

Commenting  on  the proposals, Chairman Graham  Waldron  said
today:

'Following the formation of the current board last year,  our
focus has been on increasing the profitability of our bicycle
business   and  formulating  a  strategic  plan  to   enhance
shareholder  value.  Subsequent research into the  UK  sports
and  leisure equipment market, where the Group already has  a
significant   position   supplying  bicycles,   confirmed   a
fragmented supplier base with potential for consolidation and
expansion.'

'We  believe  that Tandem will be in a stronger  position  to
become a major supplier of sports and leisure equipment as  a
result  of the acquisitions we have announced today  and  the
proposals  we  have  put  before our shareholders.   We  have
recruited  an  experienced, specialist  sales  and  marketing
director  to develop new business in outdoor play  equipment,
which  should  significantly improve the seasonality  of  Pot
Black.  We are confident that Two Wheel Trading will  produce
synergies  in  several  areas including marketing,  component
sourcing and production. We have identified already a  number
of  further  target  activities and  businesses  as  possible
opportunities for future expansion in this growing sector.'

'Tandem  has  made a sustained recovery in the past  eighteen
months.   Last month, the Group announced a return to  profit
for the year to 31 January 2000, after loss making activities
have  been  eliminated, surplus assets disposed of  and  bank
borrowings  reduced from some £15.5 million  at  the  end  of
January 1999 to approximately £9.3 million a year later.'

A  circular  to  Shareholders (which comprises  an  admission
document  under  the  AIM  Rules) providing  details  of  the
proposals is being posted to shareholders today along with an
Open  Offer  Application Form.  Copies of  the  document  are
available  for collection for not less than a  period  of  14
days  from  the  date of admission of the Company's  Ordinary
Shares  to  trading  on  AIM  from the  Company's  registered
office,  Bridge Street, Brigg, North Lincolnshire, DN20  8PB,
or from the offices of Peel Hunt plc, 62 Threadneedle Street,
London EC2R 8HP, or from www.peelhunt.com.


For further information please contact:

Mervyn Keene, Finance Director, Tandem Group plc 01733 211399
Adam Hart, Peel Hunt plc                         07966 223274

Timetable
Record date for the Open Offer              21 August 2000
Latest time for receipt of Open Offer
Application Forms and payment in full       21 September 2000
EGM                                         22 September 2000
Cancellation of dealings on the Official 
List                                        26 September 2000
Commencement of dealings in the Ordinary 
Shares (other  than  the consideration 
shares)on AIM                               27 September 2000
Crediting of CREST accounts in 
respect of the Placing and Open Offer       27 September 2000
Commencement of dealings in the 
consideration shares on AIM                 28 September 2000
Posting of definitive certificates 
in respect of the Placing and Open Offer    2 October 2000

The Open Offer Application Forms are personal to shareholders
and may not be transferred except to satisfy bona fide market
claims.   The Open Offer Application Form represents a  right
to apply for Open Offer Shares. It is not a document of title
and  cannot be traded. Any rights to subscribe for Open Offer
Shares  under  the  Open Offer which are not  exercised  will
lapse  and  the  Open Offer Shares will be placed  under  the
terms  of  the  Placing.  Qualifying Shareholders  should  be
aware that the Open Offer is not a rights issue and that Open
Offer  Shares will not be sold in the market for the  benefit
of those who do not apply under the Open Offer.

Peel  Hunt  plc,  which is regulated by  The  Securities  and
Futures  Authority  Limited, is acting for  Tandem  Group  in
relation  to  the matters described in this announcement  and
will not be responsible to anyone other than Tandem Group for
providing the protections afforded to customers of Peel  Hunt
plc  nor  for  providing  advice  on  the  contents  of  this
announcement   or  any  matters  referred  to   herein.    In
particular, Peel Hunt plc as nominated adviser and  nominated
broker to the Company, in connection with its application  to
trading  on  the Alternative Investment Market, owes  certain
responsibilities to the London Stock Exchange which  are  not
owed to the Company, the Directors, or to any other person in
respect  of  their  decision to acquire  Ordinary  Shares  in
reliance  on any part of this announcement.  No liability  is
accepted by Peel Hunt plc for the accuracy of any information
or opinions contained in, or for the omission of any material
information  from, this announcement, for which  the  Company
and the Directors are solely responsible.