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To: gdichaz who wrote (6707)	6/29/1999 1:10:00 AM
From: Greg Jenkins	Respond to of 9068

Here are comments from AG Edwards: Recent Development: (6/24/99) Compuware launches a cash tender offer for DPRC. Compuware is offering $24 in cash for a minimum of 91% of the shares of DPRC. If all the shares of DPRC were tendered CPWR's cash outlay would be approximately $346 million. CPWR has $503 million of cash and short-term investments plus another $176 million of long-term investments (as of 3/31/99) but they will finance the transaction with a bank line of credit. It has a $500 million share buyback authorized and interest rates are attractive enough that CPWR feels that it is best to conserve cash. DPRC has over 3,400 IT staffing professionals and reported $355 million of revenue for the 12 months ended April 30, 1999. This looks like a very good acquisition on the part of CPWR. The company announced in late 1998 that it was searching for a major acquisition for its services group in the $1 to $2 billion range. It hasn't made a large acquisition yet but it has made a few smaller one, with the DPRC one being the largest to date. In late 1998 the company said until it had "20,000 to 30,000 service employees it would be leaving money on the table". With the successful completion of the DPRC tender CPWR will have almost 11,000 service professionals. Considering the debt required to fund the tender, we believe that the transaction will be accretive by about $0.02 per quarter for the last two quarters of FY00 ($0.04 for the full FY). We are not changing our estimates at this time but will once the acquisition is closer to fruition. We are assuming the successful completion of the tender sometime in the September quarter. This announcement does not change our fundamental opinion on CPWR mainly because we've been expecting these kinds of transactions.