OMNIMEDIA PLC
(Registered in England and Wales, No. 2939938)

6 for 1 Rights issue of 4,999,998 new Ordinary Shares of 60p each (“Ordinary Shares”) at 60 pence per share payable in full on acceptance.
Notice is hereby given, pursuant to section 90(5) of the Companies Act 1985, to persons who were registered at the close of business in London on 19th June 1998 (“the Record Date”) as holders of Ordinary Shares of 1p each who have no registered address within the United Kingdom and who have not supplied to the Company an address within the United Kingdom for the service of notices on them (“Relevant Shareholders”) that in connection with an offer by way of rights (“the Rights Issue”) of 4,999,998 new Ordinary Shares at 60 pence per share, payable in full on acceptance, on the basis of 6 new Ordinary Shares for each Ordinary Share (arising upon consolidation from the ordinary shares of 1 pence each) held by shareholders on the register on the Record Date (which new Ordinary Shares, when fully paid, will rank pari passu with the existing Ordinary Shares in the Company), the following documents relating to and constituting the Rights Issue may be inspected at, or (subject as below provided) obtained on personal application by or on behalf of Relevant Shareholders from the Company’s Registrars, Connaught St. Michaels Limited, PO Box 30, Victoria Street, Luton, Bedfordshire LU1 2PZ, during usual business hours on any weekday (Saturdays and public holidays excepted) from 12th June 1998, up to and including 22nd July 1998:

  1. copies of the circular letter dated 12th June 1998, published in connection with the Rights Issue, addressed to the ordinary shareholders of the Company, constituting a Prospectus relating to the Company in accordance with the Public Offers of Securities Regulations 1995 and chapters 16 and 17 of the rules of the London Stock Exchange Limited (“Circular”); and
  2. the provisional allotment letters (“Provisional Allotment Letters”) in respect of the new Ordinary Shares provisionally allotted to Relevant Shareholders, pursuant to the Rights Issue, provided that, in the case of those Relevant Shareholders to whom originals thereof have been despatched, copies of such Provisional Allotment Letters may not be obtained but may only be inspected, unless the relative originals so despatched are surrendered to the Company’s Registrars at the above address.

  Neither the Provisional Allotment Letters nor the new Ordinary Shares have been or will be registered under the United States Securities Act of 1933, as amended, nor under the securities legislation of any state of the USA or any province or territory of Canada or of Australia or of The Republic of South Africa or the Republic of Ireland and accordingly, subject to certain exceptions, they may not be offered, sold, taken up, renounced or delivered or transferred within the USA, Canada, Australia, Republic of South Africa or the Republic of Ireland. The Company reserves the right to refuse to register any acceptance, renunciation or registration in the name of any person who provides an address for registration in the USA, Canada, Australia, Republic of South Africa or the Republic of Ireland or any other territory in which it is unlawful to make an offer for or subscribe for the new Ordinary Shares.
  Persons resident, or who are citizens of, any state or territory other than the United Kingdom, should consult their professional advisers as to whether they require governmental or other consents, or need to follow any other formalities to enable them to take up their rights pursuant to the Rights Issue. The attention of any person not resident in the United Kingdom is drawn to paragraph 3 of Part 3 of the Circular.
  By Order of the Board. G. K. Urquhart, Secretary Registered Office: 61 Woodside Park,
  New Malden, Surrey KT3 3AW.
30th June 1998.