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ALLEN GROUP ANNOUNCES ACQUISITION

 ALLEN GROUP ANNOUNCES ACQUISITION
 MELVILLE, N.Y., May 6 /PRNewswire/ -- The Allen Group Inc.


(NYSE: ALN) announced today that its board of directors and the board of directors of Alliance Telecommunications Corporation have authorized the signing of a merger agreement between the two companies.
 Pursuant to this agreement, Allen would acquire all of the stock of Alliance for approximately $50 million. The payment will consist of approximately $21 million in cash, $6 million of Allen common stock and $23 million of new Allen Group convertible debentures. In addition Allen will assume approximately $31 million of existing Alliance bank and insurance company debt.
 Alliance consists of two major businesses -- Comsearch and Decibel Products -- both of which are engaged in the wireless communications industry. Decibel Products' principal products are base station antennas, UHF and VHF site management products and a product line for enhancing cellular telephone systems called microcell. Comsearch provides frequency planning, coordination, engineering and protection services to users of microwave and other radio frequencies. Alliance's sales for 1991 were $64 million.
 Robert G. Paul, president and CEO of the Allen Group, commented, "We do not expect the acquisition to have a material impact on Allen's earnings per share in 1992 because of transaction costs and the fact that it would be a mid-year purchase; however, we expect that the acquisition would have a positive impact on earnings per share in future years."
 The transaction is scheduled to close by July 31, 1992. The closing is subject to a number of factors including completion of due diligence by Allen and Alliance, federal government clearance under the Hart- Scott-Rodino Act, SEC registration of Allen's common stock to be issued in this transaction, Alliance shareholder approval, and certain other contingencies.
 The Allen Group Inc. manufactures and markets electronic and other products, principally for the telecommunications and automotive industries, including mobile communications equipment, automotive test equipment and truck components.
 -0- 5/6/92
 /CONTACT: Robert A. Youdelman of the Allen Group, 516-293-5500/
 (ALN) CO: Allen Group Inc. ST: New York IN: AUT SU: TNM


CK-LR -- NY045 -- 7068 05/06/92 11:58 EDT
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Publication:PR Newswire
Date:May 6, 1992
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