Concentra's Board of Directors Adopts Shareholders Rights Plan.

BURLINGTON, Mass.--(BUSINESS WIRE)--April 30, 1997--Concentra Corporation (Nasdaq: CTRA), announced today that its board of directors has declared a dividend distribution of one preferred stock purchase right for each outstanding share of the company's common stock, payable April 24, 1997, to holders of record on that date.

The rights will expire on April 24, 2007. Each right will entitle shareholders to buy 1/1000 of a share of Series A preferred stock at an exercise price of $30.00.

Initially, no separate rights certificates will be distributed. The rights will trade with the company's common stock and will not be exercisable until one of the following conditions occur: 1) Concentra receives notice of the acquisition of 20 percent or more of the company's common stock by a person or group; or 2) such date as the company's board of directors determines following the commencement of a tender offer for 20 percent or more of the company's common stock.

At the discretion of the board of directors, the rights can be redeemed at any time prior to the date that the rights become exercisable. If the rights are not redeemed by the board, and the company is acquired, holders of the rights (other than an "acquiring person") will be entitled to purchase shares of preferred stock of the company equivalent to shares of common stock having a fair market value of twice the exercise price.

The Shareholder Rights Plan is described in more detail in a report on form 8-K that the company will file shortly with the SEC.

"The rights are not being distributed in response to any specific effort to acquire control of the company, and the board of directors is not aware of any such effort," said Lawrence W. Rosenfeld, Chairman and Chief Executive Officer of Concentra. "The rights plan is intended to maintain the ability of Concentra shareholders to realize the long-term potential of their investment in the company."

Concentra Corporation is the leading provider of object-oriented sales and engineering software solutions. Using Concentra's software, market-leading companies worldwide in the aerospace, automotive, industrial equipment and construction industries are creating customer-driven designs, product configurations and sales proposals in minutes, not months. Headquartered in Massachusetts, the company operates offices across the United States, Europe and Asia. For more information, contact Concentra Corporation, 21 North Avenue, Burlington, MA 01803-3301, Tel: [phone], Fax: [phone], www.concentra.com or [e-mail] .

CONTACT: Alex Braverman

Vice President and CFO 

617-229-4660

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or

Janet Page

Corporate Communications 

617-229-4669

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