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ATC, INC. COMPLETES ACQUISITION OF CARNEGIE FILM GROUP, INC.

 DALLAS, Sept. 7 /PRNewswire/ -- ATC, Inc. (NASDAQ: ATCI) today announced that it has completed the acquisition of Carnegie Film Group, Inc. for 3,250,000 shares of ATCI common stock and a loan guarantee of $350,000. ATCI also acquired, in a separate transaction, a $3,991,918.17 note payable by Carnegie for 3,076,923 shares of 4 percent cumulative convertible preferred stock ($1.30 per share). The total amount of the transaction is estimated to be approximately $6 million. This acquisition brings the total number of issued and outstanding shares of ATC common stock as of Aug. 31, 1993, to 9,449,267 shares.
 Carnegie Film Group, Inc. (Carnegie), a Delaware corporation, was formed in November 1992 for the purpose of building an international film distribution and finance company. As a participant in the race to "wire the world," Carnegie has established itself as a supplier of low to medium cost theatrical product, suitable for both the burgeoning cable industry and theatrical distribution. The recent acquisitions of New Line Cinema and Castle Rock Films by Turner, plus the investment of $50 million in Carolco by Telecommunications Corp. demonstrates that the entertainment market has been identified by the major communication and telephone companies as an attractive investment vehicle. Well managed, low cost providers of entertainment software will undoubtedly be the target of increasing investor demand.
 Carnegie's revenues for the three-month period ended July 31, 1993, were $525,380 and earnings before interest and taxes were $102,971 for the same period.
 ATCI President and Chief Executive Officer Robert Lapsley said that in addition to utilizing ATCI's management experience in the telecommunications industry to penetrate the cable industry, ATCI is vigorously pursuing its $100 million lawsuit against Nationwide Cellular Service.
 -0- 9/7/93
 /CONTACT: Robert H. Lapsley, president of ATC, Inc., 214-696-0050/


CO: ATC, Inc.; Carnegie Film Group, Inc. ST: Texas IN: ENT SU: TNM

GK-LG -- NY054 -- 9418 09/07/93 15:21 EDT
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Date:Sep 7, 1993
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