Alliance Imaging, Inc. Prices Offer to Purchase 10-3/8% Senior Subordinated Notes Due 2011 and Receives Requisite Consents to Amend Indenture.

ANAHEIM, Calif. -- Alliance Imaging, Inc. (NYSE:AIQ), a leading national provider of outsourced diagnostic imaging services, announced that it has determined the price of its previously announced offer to purchase its outstanding 10-3/8% Senior Subordinated Notes due 2011.

Holders who validly tender and do not properly withdraw their notes and validly deliver and do not properly withdraw their consents on or prior to the Expiration Date (defined below) will be entitled to receive $1,128.56 for each $1,000 principal amount of notes (the "Tender Offer Consideration"), based on an assumed settlement date of December 29, 2004 (plus accrued and unpaid interest to, but not including, the settlement date). The price is equal to (i) the present value on the settlement date of $1,051.88 (the amount payable on the earliest redemption date of the notes (the "Earliest Redemption Date")), plus the present value of the interest that would be payable on, or accrue from, the most recent interest payment date on $1,000 principal amount of notes until the Earliest Redemption Date, in each case, determined on the basis of a yield to the Earliest Redemption Date equal to the sum of (x) the bid-side yield on the 1 1/2% U.S. Treasury Note due March 31, 2006, as calculated as of 2:00 p.m., New York City time, on December 14, 2004, plus (y) 50 basis points, minus (c) accrued and unpaid interest from the last payment date to, but not including, the settlement date, minus (ii) $10.00 per $1,000 principal amount of notes, which is equal to the Consent Payment referred to below.

Holders who validly tendered their notes and validly delivered their consents on or prior to 5:00 p.m., New York City time, on Monday, December 13, 2004 (the "Consent Date"), are also entitled to receive for each $1,000 principal amount of notes held by the holder, in addition to the Tender Offer Consideration, an amount in cash equal to $10.00 (the "Consent Payment"). Holders tendering after the Consent Date will only be eligible to receive the Tender Offer Consideration and not the Consent Payment.

Alliance Imaging also announced that it had received tenders and consents on or prior to the Consent Date representing approximately 97.3% of the $260 million aggregate principal amount of outstanding notes. Alliance Imaging has received the requisite consents from holders of the notes to amend the notes and the indenture governing the notes, and has entered into a supplemental indenture eliminating substantially all of the restrictive covenants and certain events of default contained in the notes and the indenture. Consents received prior to the Consent Date are now irrevocable. The amendments will become operative following the Expiration Date when Alliance Imaging accepts for purchase the notes that are tendered and not withdrawn.

The tender offer will expire at midnight, New York City time, on Tuesday, December 28, 2004, unless extended or terminated (such time and date, including any such extension, the "Expiration Date").

Alliance Imaging has retained Deutsche Bank Securities Inc. to act as the exclusive Dealer Manager and Solicitation Agent in connection with the tender offer and consent solicitation. Questions regarding the tender offer and consent solicitation and requests for documents may be directed to Deutsche Bank Securities Inc. at 212-250-6008 (collect) or Global Bondholder Services Corporation, the Information Agent in connection with the tender offer and consent solicitation, at 866-873-7700 (toll free).

This press release shall not constitute an offer or solicitation to purchase or a solicitation of consents with respect to any securities. Any such offer or solicitation will be made only by means of the Offer to Purchase and Consent Solicitation Statement dated November 30, 2004.

Statements in this press release regarding the tender offer and Alliance Imaging, Inc.'s business which are not historical facts are "forward-looking statements" that involve risks and uncertainties, including the risk that the tender offer and consent solicitation may not be completed on the terms specified or at all. These risks and uncertainties could cause actual results or developments to differ from those contained in the forward-looking statements.

Alliance Imaging is a leading national provider of diagnostic imaging services. Alliance provides imaging services primarily to hospitals and other healthcare providers on a shared and full-time service basis, in addition to operating a growing number of fixed-site imaging centers. The Company had 481 diagnostic imaging systems, including 362 MRI systems and 53 PET or PET/CT systems, and over 1,000 clients in 43 states at September 30, 2004.