Offer Update

RNS Number:3089M
WPP Group PLC
29 October 2001



    NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO AUSTRALIA, CANADA
    OR JAPAN

                                 WPP GROUP PLC
                          OFFER FOR TEMPUS GROUP PLC




    On 22 October 2001, WPP announced that its Offer for Tempus had been
    extended to midnight on 29 October 2001.

    As announced on 10 October 2001, WPP is seeking the consent of the
    Takeover Panel to invoke the material adverse change condition in relation
    to its Offer for Tempus, as set out in paragraph (g)(i) of Appendix 1,
    Part A of the offer document dated 10 September 2001 (the "Offer
    Document"). In addition, WPP announced on 22 October 2001 that it had also
    received information which it believes to be relevant to the condition set
    out in paragraph (h)(iii) of Appendix 1, Part A of the Offer Document,
    which is closely related to condition (g)(i).

    As announced by the Takeover Panel on 25 October 2001, WPP is appealing
    against the ruling of the Panel Executive, delivered earlier that day,
    that WPP should not be permitted to invoke condition (g)(i) or (h)(iii) in
    relation to its Offer for Tempus.

    With the consent of the Takeover Panel, the Offer will remain subject to
    conditions (g)(i) and (h)(iii) until midnight on 5 November 2001 (or until
    such later date as WPP may, with the consent of the Panel, decide) but
    otherwise is now unconditional.

    Accordingly, the Offer is extended to midnight on 5 November 2001.



    Enquiries:

    WPP     Telephone: +44 20 7408 2204

    Sir Martin Sorrell, Group Chief Executive

    Paul Richardson, Group Finance Director



    MERRILL LYNCH     Telephone: +44 20 7628 1000

    Philip Yates, Managing Director

    Richard Taylor, Director

    Tim Pratelli, Director



    GOLDMAN SACHS     Telephone: +44 20 7774 1000

    Richard Campbell-Breeden, Managing Director

    James Del Favero, Managing Director



    BUCHANAN COMMUNICATIONS     Telephone: +44 20 7466 5000

    Richard Oldworth, Managing Director

    Mark Edwards, Director



    The definitions set out in the Offer Document have the same meanings in
    this announcement unless the context requires otherwise.

    The Offer is not being made, directly or indirectly, in or into Australia,
    Canada or Japan. Accordingly, copies of this announcement are not being,
    and must not be, mailed or otherwise distributed or sent in or into or
    from Australia, Canada or Japan.

    The Directors of WPP accept responsibility for the information contained
    in this announcement and, to the best of their knowledge and belief
    (having taken all reasonable care to ensure that such is the case), the
    information contained in this announcement is in accordance with the facts
    and does not omit anything likely to affect the import of such
    information.

    Merrill Lynch International and Goldman Sachs International, both of which
    are regulated in the United Kingdom by The Securities and Futures
    Authority Limited, are acting exclusively for WPP in connection with the
    Offer and for no one else and will not be responsible to anyone other than
    WPP for providing the protections afforded to their respective customers
    or for providing advice in relation to the Offer or any other matter
    referred to herein.

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