WAYNE, Pa., April 8 /PRNewswire-FirstCall/ -- Escalon Medical Corp.
(Nasdaq: ESMC) today announced that Escalon intends to make an exchange offer
for the shares of Drew Scientific Group PLC (London: DRW), a diagnostics
company that specializes in analytical systems for laboratory testing
worldwide.  Escalon intends to offer 0.0048 shares of Escalon common stock in
exchange for each ordinary share of Drew Scientific that is validly tendered.
The exchange offer values each Drew Scientific share at 0.06 pounds sterling
(approximately $0.11) based on the closing price of $23.25 per share of
Escalon common stock on April 7, 2004.  If all of the outstanding shares of
Drew Scientific are exchanged, Escalon would issue approximately 284,869
shares of Escalon common stock in the exchange offer.
    "Our recent private equity financing has provided us with the flexibility
to invest in a broader range of expansion opportunities," commented Richard J.
DePiano, Chairman and Chief Executive Officer.  "The acquisition would provide
Drew Scientific with needed working capital and provide Escalon with another
vehicle for growth.  Drew Scientific would operate as a separate division of
Escalon."
    The offer is subject to customary conditions, including due diligence and
government approvals, including any approvals required under the British City
Code on Takeovers and Mergers.
    Drew Scientific, based in the U.K. with manufacturing operations in Texas
and Connecticut, is a diagnostics company specializing in the design,
manufacture, sale and distribution of analytical systems for laboratory
testing worldwide.  Drew Scientific provides instrumentation and consumables
for the diagnosis and monitoring of medical disorders in the areas of
diabetes, cardiovascular diseases and hematology, as well as Veterinary
hematology and blood chemistry.

    Founded in 1987, Escalon develops, markets and distributes ophthalmic
diagnostic, surgical and pharmaceutical products as well as vascular access
devices.  Escalon seeks to further diversify its product line to achieve
critical mass in sales and take better advantage of Escalon's distribution
capabilities through internal product development, acquisitions or strategic
partnerships.  Escalon has headquarters in Wayne, Pennsylvania and
manufacturing operations in Long Island, New York and New Berlin, Wisconsin.

    This announcement does not constitute an offer or invitation to purchase
any securities.  The formal offer document containing the full terms and
conditions of the exchange offer, together with a form of acceptance will be
distributed to the shareholders of Drew Scientific at a later date.

    To U.S. Holders of Drew Scientific Shares:
    This intention to make a tender offer is made for the securities of a
foreign company.  The offer is subject to disclosure requirements of a foreign
country that are different from those of the United States.  Financial
statements included in the document, if any, have been prepared in accordance
with foreign accounting standards that may not be comparable to the financial
statements of United States companies.
    It may be difficult for you to enforce your rights and any claim you may
have arising under the federal securities laws, since Drew Scientific is
located in a foreign country, and some or all of its officers and directors
may be residents of a foreign county.  You may not be able to sue a foreign
company or its officers or directors in a foreign court for violations of the
U.S. securities laws.  It may be difficult to compel a foreign company and its
affiliates to subject themselves to a U.S. court's judgment.
    You should be aware that Escalon may purchase securities otherwise than
under the tender offer, such as in open market or privately negotiated
purchases.

    Note:  This press release contains statements that are considered forward-
looking under the Private Securities Litigation Reform Act of 1995, including
statements about Escalon's future prospects.  They are based on Escalon's
current expectations and are subject to a number of uncertainties and risks,
and actual results may differ materially.  The uncertainties and risks include
whether Escalon is able to improve upon the operations of Escalon's business
units, generate cash and identify, finance and enter into business
relationships and acquisitions, uncertainties and risks related to new product
development, commercialization, manufacturing and market acceptance of new
products, marketing acceptance of existing products in new markets, research
and development activities, including failure to demonstrate clinical
efficacy, delays by regulatory authorities, scientific and technical advances
by Escalon or third parties, introduction of competitive products, third party
reimbursement and physician training as well as general economic conditions.
Further information about these and other relevant risks and uncertainties may
be found in Escalon's report on Form 10-K, and its other filings with the
Securities and Exchange Commission, all of which are available from the
Commission as well as other sources.

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