RNS No 0384d
ACORN GROUP PLC

                    DEALINGS BY SUBSTANTIAL SHAREHOLDERS

1)  NAME OF COMPANY

ACORN GROUP PLC

2)  NAME OF SHAREHOLDER HAVING A MAJOR INTEREST

MSDW INVESTMENT HOLDINGS LIMITED AND
MORGAN STANLEY DEAN WITTER & CO AND
MORGAN STANLEY INTERNATIONAL INC.

3)  Please state whether notification indicates that it is in respect of holding
    of the Shareholder named in 2 above or in respect of a non-beneficial
    interest or in the case of an individual holder if it is a holding of that
    person's spouse or children under the age of 18

PLEASE SEE BELOW COPY LETTER FROM MORGAN STANLEY DEAN WITTER DATED 10 MAY 1999

4)  Name of the registered holder(s) and, if more than one holder, the number of
    shares held by each of them.

PLEASE SEE COPY LETTER BELOW

5)  Number of shares/amount of stock acquired.

N/A

6)  ( N/A %) of issued Class

7)  Number of shares/amount of stock disposed

N/A

8)  ( N/A %) of issued Class

9)  Class of security

10P ORDINARY

10) Date of transaction

N/A

11) Date company informed

10 MAY 1999

12) Total holding following this notification

N/A

13) Total percentage holding of issued class following this notification

N/A

14) Any additional information

N/A

15) Name of contact and telephone number for queries

RICHARD CONWAY
01223 725000

16) Name and signature of authorised company official responsible for making
    this notification

    Date of Notification..11 MAY 1999...........


LETTER TO:  ACORN GROUP PLC

We hereby notify you on behalf of our affiliate, MSDW Investment Holdings
Limited (the "Company"), and the other members of the Morgan Stanley Dean
Witter group of companies mentioned in the last paragraph of this letter in
accordance with Part V1 of the Companies Act 1985 (the Act), that:

(a) as at 26 April 1999 the Company was interested for the purposes of the Act
    in 48,712,896 ordinary shares of 10 pence each comprised in the relevant
    share capital, as defined in section 198(2) of the Act, of Acorn Group plc
    (the "Relevant Shares");

(b) Morstan Nominees Limited is the registered owner of 100 of the Relevant
    Shares;

(c) the Company is interested in the other 48,712,796 of the Relevant Shares by
    virtue of the owners thereof entering into irrevocable undertakings to
    accept the offer made by the Company to acquire all Relevant Shares issued
    or to be issued. Accordingly, the Company's interest in these shares is an
    interest within section 208(5) of the Act. The registered owners of those
    shares are listed in the Appendix to this letter.

The Company is a member of the Morgan Stanley Dean Witter group of companies.
Those group companies which are direct or indirect holding companies of the
Company, namely, Morgan Stanley Dean Witter & Co and Morgan Stanley
International Incorporated, are under the terms of section 203 of the Act, each
interested by attribution in any Relevant Shares in which the Company is
interested.

LETTER FROM:  MORGAN STANLEY UK GROUP


                                Appendix

                Shareholder                         No. of Relevant Shares

    CN Rodgers                                              500,000
    INVESCO Asset Managment Limited                         919.500
    Jupiter Asset Management (Bermuda) Limited            1,780,000
    Jupiter Asset Management Limited                      2,130,000
    Jupiter Unit Trust Managers Limited                   1,485,000
    Legal & General Investment Management Limited         3,182,568
    Mercury Asset Management Limited                      7,794,391
    Olivetti Telemedia, Investments B.V,                  1,598,462
    Pavillion Asset Management                            2,810,489
    Royal London Asset Management Limited                 2,081,300
    Schroder Investment Management Limited               16,942,286
    Shell Pensions Management Limited                     4,750,000
    Providence Investment Company Limited                 2,722,785
    GMW Owen                                                 10,000
    C Ward                                                    3,760
    A Hopper                                                  2,255


END

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