The funds raised through the Placing and Open Offer will be used to strengthen

the balance sheet and provide working capital to support the Group’s

commercial operations. They will also be used to develop the new business

pipeline. On completion of the fundraising, Claes Hultman, currently Chairman

of Wembley plc, will be appointed Non-Executive Chairman. The Placing and

Open Offer have been fully underwritten by Investec Bank (UK) Limited.

Summary

* An immediate Cash Placing to raise £357,000 for working capital purposes.

* Placing and Open Offer raising approximately £11.05 million (net).

* 70,000,000 new Ordinary Shares placed at 17p per share, of which 33,329,101

new Ordinary Shares have been offered to existing Shareholders and

Warrantholders as an Open Offer on the basis of 2 new Ordinary Shares for

every 3 existing Ordinary Shares or Warrants.

* The net proceeds of the Placing and Open Offer are necessary to ensure the

Group is able to take advantage of the opportunities now available to it.

The funds will transform the balance sheet and allow the Group to be better

placed to win future contracts.

* Going forward, Keystone will refocus its marketing strategy by

reprioritising its product offerings for each geographical region. In

particular it will concentrate on increasing its market share in

the UK legal market; leveraging the existing US customer base to promote

Keystone Professional and Keystone Net Results; and look to expand where

appropriate into other professional services firms in Australasia.

* A cost reduction programme is being undertaken, in particular focusing on

the overhead cost structure inherited with the BISPoint acquisition and

implementing measures to standardise operations globally. The Directors

believe the financial benefit of this exercise will begin to be realised in

the financial year ending 31 March 2002.

* Following the EGM to approve the Placing and Open Offer, it is proposed

that Claes Hultman will take over as Non-Executive Chairman from Tony

Caplin who will be leaving the Company. Mr Hultman will be subscribing for

588,235 new Ordinary Shares under the Placing.

* The Placing and Open Offer has been fully underwritten by Investec Bank

(UK) Limited.

* Admission is expected to become effective and dealings of New Ordinary

Shares are expected to commence on 15 March 2001. Commenting on the announcement, Graeme Frost said:

We believe this fundraising will safeguard the Company’s position by

providing us with new working capital and strengthening the balance sheet. In

our view, this is essential for the Company in order to win new business and

further develop the business pipeline. Going forward we intend to tighten our

focus on specific areas where we believe we can make significant progress. We

look forward to announcing progress in these areas soon.

We are also delighted that Claes Hultman has joined the team at Keystone.

Claes has extensive business experience and is a welcome addition to the

Board. We would like to thank Tony Caplin for the contribution he has made to

Keystone since its launch on AIM and wish him well in the future.