Mountain View, Calif., (March 15, 1994)- Adobe Systems Incorporated
(NASDAQ: ADBE) and Aldus Corporation (NASDAQ: ALDC) today announced a
definitive agreement to merge through an exchange of common stock of the
two companies, creating a new half-billion dollar leader in software for
authoring and publishing electronic information.

Under the agreement, which has been approved by the boards of directors
of both companies, Adobe will exchange 1.15 shares of its common stock
for each share of Aldus common stock. Based on approximately 13.8
million shares outstanding of Aldus stock and the current Adobe stock
price, the transaction will have a value of approximately $525 million.
The merger is intended to qualify as a tax-free reorganization and a
"pooling of interests" for accounting and financier purposes. "We are
committed to achieving the cost savings necessary to make this
transaction non-dilutive in the first full year of the combined
operations," said John Warnock, Chairman and CEO, Adobe Systems
Incorporated.

The merger will be considered for approval by shareholders of both
companies at separate meetings anticipated in July 1994 with the merger
to be effective immediately following shareholders approval. Paul
Brainerd, president, founder and major shareholder in Aldus has agreed
to vote his shares in favor of the merger and has given Adobe an
irrevocable proxy for all of his Aldus shares in connection with such
vote.

In addition, Aldus and Adobe have each agreed to the payment of a
break-up fee if under certain circumstances the transaction should not
be completed. The merger is subject to numerous conditions.

"We believe our two companies, each with a rich history of inventing
different aspects of the electronic publishing revolution, are simply
much stronger together-- both technologically and financially-- than we
would be by remaining separate," said John Warnock. "Combined, the two
companies offer products that address every aspect of information
authoring and representation, and in the future, can draw from that
expertise to pioneer the process and provide the tools required to help
our customers move from today's paper-based information infrastructure
to tomorrow's digital world."

"The challenges of the competitive landscape and the breadth of new
market  opportunities offered by the digital revolution can be much
more effectively met by merging our companies than by either company
individually," said Chuck Geschke, president and COO, Adobe Systems
Incorporated." The combined company offers tremendous opportunity
for more competitive marketing, higher levels of customer service
and better responsiveness to customers' evolving needs."

Paul Brainerd said the merger offers both short and long term benefits
because of the broad array and depth of products that the companies
can now market and distribute together, as well as the tremendous
technological synergy that exists between the two companies for the
development of future products. "Together, Adobe and Aldus can
generate tremendous momentum to meet customer requirements. The new
company will have the largest, most respected typeface library, the
world's top-selling page layout solution, and best-of-breed
illustration, photo-editing, presentation, image retrieval and
video-production applications. These technologies are the
foundation for today's most powerful publishing and authoring
solutions and tomorrow's tools for creating and distributing
information digitally ."

Brainerd, Warnock and Geschke are widely recognized in the software
industry for having created the desktop printing and electronic
publishing phenomena, which has grown into a $2 billion industry
since the early 1980s. Adobe, founded in 1982, provided the first
open standard for representing the printed document, PostScript, and
the technology to support that standard. Brainerd, who founded Aldus
in 1984, coined the term "desktop publishing" and created the top
selling PageMaker software system that allows visually-rich
documents to be created on personal computers.

Under terms of the merger agreement, Warnock, 53, will become chairman
and CEO of the new company with headquarters in Mountain View, CA.
Charles Geschke, 54, president of Adobe, will retain the same position
in the new company. Brainerd, 46, and another current member of Aldus'
board, will become members of the Board of Directors of the new company
once the merger is complete. The structure of the merged company will
consist of operating divisions including Systems Products, Application
Products, and Consumer Products. Facilities will be maintained in both
Mountain View, CA and Seattle, WA. Current plans call for the new
company to continue to market and support all major products of both
companies. Future corporate identity plans will be determined when the
merger is final.

Each company has sales and distribution operations outside of the United
States. In Europe, Adobe is headquartered in Amsterdam and Aldus is
based in Edinburgh. Both Aldus and Adobe maintain Pacific Rim operations
in Tokyo and other major cities.

On a combined basis, the companies had revenues last year of $520 million
and more than 2,100 employees located throughout the world. For fiscal
1993, Adobe reported revenues of $313 million and net income of $57
million, while Aldus reported total revenues of approximately $207
million and net income of $9.5 million. Adobe has approximately 45.7
million shares outstanding, and Aldus has approximately 13.8 million
shares outstanding.

Adobe develops, markets and supports computer software products and
technologies that enable users to create, display, print and communicate
electronic documents and manipulate digital content to moving pictures
and sound. The company licenses its technology to major computer and
publishing suppliers, and markets a line of type and application
software products worldwide.