The McGraw-Hill Companies to Acquire Micropal.

LONDON--(BUSINESS WIRE)--Standard & Poor's CreditWire 10/16/97--The McGraw-Hill Companies has made an offer to acquire all the outstanding shares of Micropal Group Limited, the leading provider of mutual funds data and information. The acquisition would be organized under the Standard & Poor's brand of The McGraw-Hill Companies. Micropal's directors and several other shareholders, who own the overwhelming majority of outstanding shares, have agreed to the terms of the sale. Terms of the transaction, which is expected to close in November, were not disclosed.

"This acquisition expands on The McGraw-Hill Companies' key strategy to build on our leading positions in financial services and global publishing," said Joseph L. Dionne, chairman and chief executive officer of The McGraw-Hill Companies. "The addition of Micropal further demonstrates The McGraw-Hill Companies' commitment of its Standard & Poor's brand to meeting the information, rating and analytical needs of the mutual funds marketplace on a global basis with the best and broadest capabilities anywhere. Standard & Poor's and Micropal share a commitment to providing impartial, value- added information that meets the highest standards for quality, independence and objectivity."

Established in 1985, Micropal offers the most comprehensive performance measurement service for mutual funds worldwide, with extensive data on more than 38,000 funds in 19 countries. Micropal has 150 employees and operates through a network of 15 offices in 11 countries. Its work is widely respected and distributed directly and via third parties to its customers. In addition, more than 150 media outlets worldwide regularly publish Micropal data on mutual funds.

"The combination of skills, products and expertise of Standard & Poor's and Micropal will benefit our customers, the funds industry, our employees and the investing public," said Mark Adorian, managing director of Micropal. "Standard & Poor's further enhances our intellectual capital, bringing exceptionally strong U.S. and global branding and a wide range of complementary products and services to the financial services industry. This, together with Micropal's international expertise in fund performance and quantitative analysis, creates a powerful combination in the mutual fund industry."

The acquisition of Micropal supplements the Standard & Poor's brand's growing mutual fund capability, which with the February 1997 acquisition of the UK-based firm Fund Research, now expands fund rating activities outside the U.S. Besides being the leader in rating mutual funds, the Standard & Poor's brand provides a wide and growing range of mutual fund products and services.

At a press conference in London to announce the acquisition offer, Robert Hunter, president of Standard & Poor's Financial Information Services, said that Micropal enjoys a strong reputation within the mutual funds industry, especially outside the United States. "Standard & Poor's strong position as a financial information provider will especially help Micropal raise its profile and market share in the U.S," Mr. Hunter said.

Mr. Hunter noted that, in addition to the spectacular growth of mutual fund assets, "generally favorable economic prospects in most developed and emerging market countries, disintermediation and privatization of pension systems will drive the growth of mutual funds." More than 30,000 mutual funds outside the United States have collective assets of roughly US$3 trillion. U.S. fund assets have skyrocketed from roughly US$1 trillion in 1990 to roughly US$4 trillion in 1997.

The new company will be called Standard & Poor's Micropal and will be headed by Mark Adorian, who has been responsible for Micropal's day-to-day activities. Mr. Adorian will report to Jack Zwingli, Group Vice President of Standard & Poor's Financial Information Services' Retail Markets Division. Mr. Zwingli noted that Micropal information already is used in a range of Standard & Poor's brand mutual funds products.

Mr. Hunter praised Christopher Poll, Micropal's founder, for his vision in establishing Micropal as a major force in the mutual funds industry. Mr. Poll said, "The time is right for Micropal to join forces with Standard & Poor's to provide a comprehensive range of complementary services to meet the requirements of the global mutual funds industry in the 21st Century." Mr. Poll, who will retire as chairman, will provide consulting services to Micropal.

The McGraw-Hill Companies is a leading information services provider serving worldwide needs in education, finance, the professions and government. Founded in 1888, the Corporation today provides information and analysis in multiple media through its rich portfolio of valuable brands. Sales in 1996 were US$3.1 billion.

CONTACT: Glenn Goldberg, Standard & Poor's

London (44) 171-826-3800

or

Neal Allen, The McGraw-Hill Companies

New York (1) 212-512-3640

or

Mark Adorian, Micropal

(44) 181-741-4100

Jon Teall, Standard & Poor's

New York (1) 212-208-8690