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MHI SIGNS LETTER OF INTENT TO SELL $12 MILLION PREFERRED STOCK

 MHI SIGNS LETTER OF INTENT TO SELL $12 MILLION PREFERRED STOCK
 TALLAHASSEE, Fla., May 15 /PRNewswire/ -- MHI Group, Inc. (NYSE: MH), owner and operator of five funeral homes and four cemeteries in Florida, today announced that Stewart Enterprises, Inc. (NASDAQ: STEI), of New Orleans, La., has signed a letter of intent to purchase 480,000 shares of 8 percent MHI cumulative convertible preferred stock for $12 million.
 The preferred stock is convertible into six million common shares, subject to upward adjustment in certain circumstances.
 This would represent approximately 22 percent of MHI's common stock, following conversion and completion of a pending acquisition. There are currently approximately 16.9 million MHI common shares outstanding.
 Proceeds from the sale will be used to reduce debt and as partial payment for the previously announced acquisition of Arlington Memorial Park Cemetery in Atlanta. Fred O. Drake Jr., chairman and chief executive officer of MHI, said, "Stewart Enterprises is one of the nation's largest providers of cemetery and funeral home services and we are pleased they see the solid investment potential offered by MHI Group."
 Lawrence M. Berner, president and chief executive officer of Stewart Enterprises, said, "This investment by Stewart Enterprises represents an excellent opportunity to assume a significant equity position in a quality company in our industry doing business in a number of popular retirement areas throughout Florida."
 Completion of the Stewart purchase of the preferred stock is subject to various conditions, including satisfactory review by Stewart of MHI's operations, as well as the negotiation and execution of a definitive agreement, and the approval of each company's board of directors and MHI's shareholders.
 Stewart Enterprises, the third largest provider of cemetery and funeral home services in the United States, currently owns 45 funeral homes and 31 cemeteries in eight states.
 -0- 5/15/92
 /CONTACT: Fred O. Drake of MHI Group, 904-385-8883/
 (MH STEI) CO: MHI Group, Inc.; Stewart Enterprises, Inc. ST: Florida, Louisiana IN: SU:


EA-BR -- NY031 -- 0639 05/15/92 10:04 EDT
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Publication:PR Newswire
Date:May 15, 1992
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