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ALLTEL'S SYSTEMATICS ACQUIRES COMPUTER POWER

 ALLTEL'S SYSTEMATICS ACQUIRES COMPUTER POWER
 LITTLE ROCK, ARK., Dec. 5 /PRNewswire/ -- Alltel Corporation


(NYSE: AT) announced today that it has signed a definitive agreement to acquire Computer Power, Inc. (CPI), which will become a division of Systematics, Alltel's information services subsidiary.
 Under terms of the merger, which will be accounted for as a pooling-of-interests, Alltel will exchange 7.64 million Alltel shares for all the outstanding common stock of CPI. Pending receipt of necessary approvals, Alltel expects to complete the merger in the first quarter of 1992.
 CPI, a privately held company headquartered in Jacksonville, Fla., is the leading provider of data processing services to financial institutions originating and/or servicing single-family mortgage loans. For the 12 months ended Sept. 30, 1991, CPI had revenues of approximately $100 million and operating income of $33 million. Alltel expects the acquisition of CPI to be anti-dilutive, excluding one-time merger related expenses.
 Systematics Information Services, with clients in 46 states and 24 countries, provides data processing management, services and software to the financial and telecommunications industries.
 According to Joe T. Ford, Alltel chairman and president, "We are pleased to combine two very successful information services companies that are a natural fit. Both are leaders in their respective markets and have earned reputations for high quality customer service, reliability and excellence. Following completion of the merger, we believe this combination will produce immediate benefits in the form of increased contributions to earnings. We also foresee significant synergies that will result in enhanced product and service offerings, expanded sales opportunities and economies of scale."
 Ford added, "We believe the combination of CPI and Systematics offers a number of key benefits. In addition to expanding significantly Systematics' presence in the mortgage loan processing market, the merger also enables both companies to offer a broader and more comprehensive range of services. This includes allowing Systematics to offer additional services to CPI clients while providing additional mortgage software and processing capabilities to Systematics clients."
 CPI's comprehensive set of proprietary software systems includes the Mortgage Servicing Package, Residential Loan Inventory Control Package, the Residential Loan Production Control Package and a number of related systems as well as consulting, training, portfolio conversion and other services.
 In a related matter, Alltel also announced that, prior to completion of the transaction, Alltel will sell 1.5 million of its repurchased shares of common stock so the merger can be accounted for on a pooling-of-interests basis.
 Alltel Corporation provides telephone service to 1.2 million customers in 25 states and has subsidiaries or investments in companies that provide cellular telephone, long-distance and information services, communications products and other related services.
 -0- 12/5/91
 /CONTACT: Ron Payne, vice president-corporate communications of Alltel Corp., 501-661-8989/
 (AT) CO: Alltel Corporation ST: Arkansas IN: TLS SU: TNM


LC -- CL018 -- 9858 12/05/91 17:06 EST
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Date:Dec 5, 1991
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