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Willisham Group PLC (WLG)

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Monday 29 April, 2002

Willisham Group PLC

Offer Update

Willisham Group PLC
29 April 2002

Embargoed for release until 7.00 a.m. on 29 April 2002

Not for release, publication or distribution in, into or from the United States,
Canada, Australia or Japan

Dream Direct Group plc ('Dream Direct')

  Recommended Offer by KBC Peel Hunt Ltd ('KBC Peel Hunt') on behalf of Dream


                       Willisham Group plc ('Willisham')

                               First Closing date

                                 Offer extended

On 5 April 2002, a recommended offer was made by KBC Peel Hunt, on behalf of
Dream Direct, for the entire issued share capital of Willisham (the 'Offer'), as
set out in the Offer Document dated 5 April 2002.

Pursuant to Rule 17 of the City Code the board of Dream Direct announces that by
3.00 p.m. on 26 April 2002, the first closing date of the Offer, Dream Direct
had received valid acceptances in respect of a total of 5,622,472 Willisham
Shares (representing approximately 74.75 per cent. of the existing issued
ordinary share capital of Willisham). The Offer will remain open for acceptance
until 3.00pm on Friday, 10 May 2002.

Dream Direct received irrevocable undertakings from the directors of Willisham
to accept the Offer in respect of 1,045,050 Willisham Shares, representing
approximately 13.89 per cent. of Willisham's existing issued ordinary share
capital.  Valid acceptances in respect of all of these Willisham Shares have
been received and are included in the acceptances referred to above.  In
addition, Dream Direct received irrevocable undertakings from certain Willisham
Shareholders to accept the Offer in respect of 1,456,200 Willisham Shares
representing approximately 19.36 per cent. of Willisham's existing issued
ordinary share capital.  Valid acceptances in respect of all of these Willisham
Shares have been received and are included in the acceptances referred to above.

Neither Dream Direct nor any person acting, or deemed to be acting, in concert
with Dream Direct held any Willisham Shares or rights over Willisham Shares
prior to the Offer Period and neither Dream Direct nor any person acting, or
deemed to be acting, in concert with Dream Direct has acquired or agreed to
acquire any Dream Direct Shares or rights over Dream Direct Shares since the
Offer Period commenced (other than pursuant to acceptances of the Offer).

The expressions used in this announcement shall, unless the context otherwise
requires, bear the same meanings as set out in the Offer Document dated 5 April


Dream Direct Group Plc

Robert Colquhoun

Chief Executive                         Tel:      01869 328213

                                        E-mail:   [email protected]

Ollie Vintcent

Executive Director                      Tel:      01869 328211

                                        E-mail:   [email protected]

The Company's website address is .

Download images of the catalogue and software titles are available at the above
web site under the press section at:

KBC Peel Hunt Limited
Adam Hart                               Tel:      020 7418 8900

IKON Associates
(PR )
Adrian Shaw                             Tel:      01483 535102
Partner                                 Mobile:   0797 9900733

                                        E-mail:   [email protected]

Paul Donkersley                         Tel:      01483 535101
Partner                                 Mobile:   07967 646046

                                        E-mail:   [email protected]

The directors of Dream Direct accept responsibility for the information
contained in this announcement.  To the best of the knowledge and belief of the
directors of Dream Direct (who have taken all reasonable care to ensure such is
the case), the information contained herein for which they accept responsibility
is in accordance with the facts and does not omit anything likely to affect the
import of such information.

KBC Peel Hunt is acting for Dream Direct in relation to the Offer and is not
acting for any other person and will not be responsible to any other person for
providing the protections afforded to customers of  KBC Peel Hunt or for
advising them on any other matter in relation to the Offer.


Notes for Editors:

About Dream Direct

Dream Direct is a mail order retailer trading in the rapidly growing family
sector of the home software market. The Directors believe that the Company is
the first to penetrate successfully this sector using traditional, paper-based
mail order  in the national press.  With almost half of UK households now owning
a PC, the Directors believe that the Company, by operating in a market expected
to reach £750 million by 2003, is well placed for substantial growth.

Dream Direct was founded in 1997 by Ollie Vintcent and Robert Colquhoun, who
together have thirteen years experience in distribution and mail order.  The
Group  has demonstrated significant growth since its inception and for the 9
months ended 31 December 2001 has reported sales of £2.7 million, which can be
favourably compared to sales for the year ended 31 March 2001 of £1.7 million.
The Company's database has grown from 84,000 customers as at 31 March 2001 to
165,000 customers as at 28 February 2002.

The Company focuses on the family PC user and offers the UK's greatest selection
of family software with approximately 400 catalogue and up to 2,000 website
titles. Up to half of the Company's range is not widely available on the high
street, which predominantly concentrates on the typically teenage games and
office software markets. Up to 50 per cent. of Dream Direct sales are derived
from exclusive products and offers.

The primary drivers of the family software market are the increase in home PC
ownership (which has grown from 20 per cent. in 1998 to 45 per cent. in December
2001, and is projected to reach 60 per cent. by 2003) and the increased use of
the PC for leisure and educational purposes.

The Company's customers typically comprise adult's aged over 35, buying home
software for their own use and for their family. Their product interest spans
the full breadth of software titles now available - covering simulation and
family games, home interest and hobbies, education, childrens' software, home
office software and accessories.

The Company's best selling lines in 2001/02 include:

- Family Tree Maker                                - Scrabble
- Monopoly                                         - Hornby Virtual Train Set
- Train Simulator                                  - Submarine Commander
- Show Jumping Simulator                           - 'Talk Now' Language Tutors
- Harry Potter                                     - Who wants to be a Millionaire
- PC Tutorial Guides                               - Directories of Britain

                      This information is provided by RNS
            The company news service from the London Stock Exchange

a d v e r t i s e m e n t