CORRECTING and REPLACING Watson Wyatt & Company Holdings and Watson Wy

    Business Editors/Financial Editors
    CORRECTION...by Watson Wyatt & Company Holdings

    WASHINGTON & LONDON--(BUSINESS WIRE)--April 18, 2005--In BW5361 issued April 18, 2005: Fifth graph, first sentence of release should read: The purchase price of approximately $458 million would be paid... (sted The purchase price of approximately $470 million would be paid...).

    The corrected release reads:

    WATSON WYATT & COMPANY HOLDINGS AND WATSON WYATT LLP ANNOUNCE SIGNING OF DEFINITIVE AGREEMENT TO COMBINE

    Watson Wyatt & Company Holdings (NYSE: WW) and Watson Wyatt LLP today announced the signing of a definitive agreement to combine the two firms. Watson Wyatt & Company Holdings currently owns approximately 20% of Watson Wyatt LLP and will acquire the remaining assets of Watson Wyatt LLP for a purchase price of approximately $458 million in cash and stock based on the current share price and exchange rates. The combined organization will have estimated revenues of more than $1.1 billion and will include more than 5,800 associates in 88 offices in 30 countries.
    The two firms have successfully operated an alliance as Watson Wyatt Worldwide since 1995, offering human capital and financial management consulting services to clients globally. U.K.-based Watson Wyatt LLP had revenues of approximately $459 million for its fiscal year that ended April 30, 2004.
    "The signed agreement marks an important step toward our goal of fully integrating the two firms," said John Haley, president and chief executive officer of Watson Wyatt & Company Holdings. "The business combination will make us a stronger organization and will provide us the opportunity to offer more value and services to our clients around the world."
    "Our strategic alliance has worked well for nearly 10 years, but there's no doubt that our clients are growing more global with each day," said Paul Thornton, the senior partner of Watson Wyatt LLP. "This combination will enable us to build on our past successes in our key markets and move ahead strongly as a truly global firm."
    The purchase price of approximately $458 million would be paid through the issuance of approximately 11 million shares of Watson Wyatt & Company Holdings common stock and cash of approximately GBP 88.3 million or $167 million based on current exchange rates.
    The transaction is subject to a number of conditions, including approval by stockholders of Watson Wyatt & Company Holdings and by the voting partners of Watson Wyatt LLP, regulatory review and customary closing conditions. Watson Wyatt & Company Holdings' financial advisor for the transaction is CIBC World Markets Corp.

    Additional Information

    This press release was issued by Watson Wyatt & Company Holdings and Watson Wyatt LLP on April 18, 2005. Watson Wyatt & Company Holdings intends to file a proxy statement/prospectus and other relevant documents concerning the proposed transaction with the Securities and Exchange Commission (the "SEC"). YOU ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE AND THE OTHER RELEVANT DOCUMENTS FILED WITH THE SEC BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT WATSON WYATT & COMPANY HOLDINGS, WATSON WYATT LLP AND THE PROPOSED TRANSACTION. You will be able to obtain the proxy statement/prospectus (when it becomes available) and the other documents filed by Watson Wyatt & Company Holdings free of charge from the SEC website at www.sec.gov. In addition, you may obtain free of charge the proxy statement/prospectus (when it becomes available), and other documents filed by Watson Wyatt & Company Holdings with the SEC by requesting them in writing from Watson Wyatt & Company Holdings, 1717 H Street, N.W., Washington, D.C. 20006, attention: Investor Relations, or by telephone at 202-715-7000.
    Watson Wyatt & Company Holdings and its directors and executive officers may be deemed under the rules of the SEC to be participants in the solicitation of proxies from the stockholders of Watson Wyatt & Company Holdings. A list of the names of those directors and executive officers and descriptions of their interests in Watson Wyatt & Company Holdings will be contained in the proxy statement/prospectus, which will be filed by Watson Wyatt & Company Holdings with the SEC. Stockholders may obtain additional information about the interest of the directors and executive officers in the proposed transaction by reading the proxy statement/prospectus when it becomes available.

    Forward-Looking Statements

    This press release contains forward-looking statements conveying the expectations of Watson Wyatt & Company Holdings (the "company") management as to future earnings, revenues, operations, business trends and other such items, based on plans, estimates and projections at the time the company makes the statements. Forward-looking statements involve inherent risks and uncertainties and the company cautions you that a number of important factors could cause actual results to differ materially from the results reflected in these forward-looking statements. Such factors include risks and uncertainties specific to this transaction, including but not limited to adverse effects on the market price of the company's common stock and on the company's operating results because of failure to complete the transaction (due to failure to obtain stockholder or regulatory approvals or to satisfy all of the other conditions to the transaction); failure by the parties to successfully integrate their respective businesses, processes and systems in a timely and cost-effective manner; significant transaction costs expected, unknown liabilities; the success of the company's marketing, development and sales programs following the transaction; the company's ability to maintain client relationships and attract new clients following the transaction; general economic and business conditions that affect the company following the transaction; the level of capital resources required for future acquisitions; post-closing sales of the company's common stock received by former Watson Wyatt LLP partners; and other economic, business, competitive and/or regulatory factors affecting the proposed transaction. In addition to the factors mentioned above, factors relating to future financial operating results that could cause actual results to differ materially from those described herein include but are not limited to the company's continued ability to recruit and retain qualified associates; outcomes of litigation; the ability of the company to obtain professional liability insurance; a significant decrease in the demand for the consulting services the company offers as a result of changing economic conditions or other factors; foreign currency and interest rate fluctuations; actions by competitors offering human resources consulting services, including public accounting and consulting firms, technology consulting firms and internet/intranet development firms; regulatory, legislative and technological developments that may affect the demand for or costs of the company's services; and other factors discussed under "Risk Factors" in the company's Annual Report on Form 10-K filed on August 17, 2004, which is on file with the SEC. These statements are based on assumptions that may not come true. All forward-looking disclosure is speculative by its nature, and investors are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. The company undertakes no obligation to update any of the forward-looking information included in this press release, whether as a result of new information, future events, changed expectations or otherwise.

    About Watson Wyatt LLP

    Watson Wyatt LLP is a U.K.-based limited liability partnership that provides actuarial services, advice on employee benefits and human capital strategies, benefits administration, investment consulting, and insurance and financial services consulting. It is headquartered in Reigate, U.K., and has more than 2,100 associates and 28 offices in 13 countries.

    About Watson Wyatt & Company Holdings

    Watson Wyatt & Company Holdings (NYSE: WW) is an international human capital consulting firm that provides services in the areas of employee benefits, human resources technologies and human capital strategies. The firm is headquartered in Washington, D.C., and has more than 3,700 associates in 60 offices in the Americas and Asia-Pacific.

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CONTACT: Watson Wyatt & Company Carl D. Mautz, 202-715-7056

KEYWORD: DISTRICT OF COLUMBIA UNITED KINGDOM INTERNATIONAL EUROPE INDUSTRY KEYWORD: HUMAN RESOURCES BANKING MERGERS/ACQ SOURCE: Watson Wyatt & Company Holdings

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