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CACI INCREASES PRICE FOR SELF-TENDER AND RESOLVES BOARD ISSUES IN SETTLING LAWSUITS

 ARLINGTON, Va., Nov. 22 /PRNewswire/ -- CACI International Inc (NASDAQ-NMS: CACI) said today that it has reached agreement: (1) to adjust the terms of the previously announced self-tender, (2) to request stockholder approval to expand the authorized size of its Board of Directors from seven to nine members, and (3) to nominate six mutually acceptable new candidates for election to its Board as part of the proposed settlement of its pending shareholder lawsuits.
 In view of the substantial increase in the trading price of the Company's Common Stock since the terms of the settlement were first announced on Sept. 2, 1993, CACI and the Plaintiffs have agreed that the Company will self-tender for 1,300,000 shares of its Common Stock at a price of $6.00 per share, instead of the 1,600,000 shares at a price of $5.40 per share previously announced. There are currently 10,019,703 shares of CACI Common Stock outstanding.
 In reaching settlement terms, the Board acknowledged no wrong-doing on any aspect of the lawsuit allegations, but moved to settle the suits to eliminate further litigation-related costs and management distractions. The costs for defending against shareholder litigation last year totaled $436,000 in net after tax charges, or 4 cents per share.
 Under the terms of the agreement, neither senior management nor any present director of the Company will tender any shares in response to the tender offer. The self-tender will be antidilutive and will improve earnings per share. The self-tender will be made through a formal offer statement issued after court approval of the proposed settlement and appropriate filings with the Securities and Exchange Commission.
 The Company agreed as part of the settlement to seek stockholder approval of a By-law Amendment increasing the authorized size of its Board of Directors from seven to a number between five and nine directors at its Annual Meeting of Shareholders scheduled for Dec. 17, 1993. The Company and the Plaintiffs also have reached agreement on the names of six new candidates for election to the Company's Board at the upcoming Annual Meeting.
 CACI is an international information technology products and services corporation. The company specializes in developing and integrating systems, software, and simulation products in support of government agencies and commercial enterprises worldwide.
 -0- 11/22/93
 /CONTACT: Samuel R. Strickland or Jeffrey P. Elefante of CACI International Inc, 703-841-7800, or Douglas Poretz of Douglas Poretz Ltd., 703-506-1778/
 (CACI)


CO: CACI International Inc ST: Virginia IN: CPR SU:

LG-MP -- NY030 -- 6743 11/22/93 10:18 EST
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Publication:PR Newswire
Date:Nov 22, 1993
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