Armor Holdings, Inc. Raises Purchase Price for Stewart & Stevenson to $36.50 Per Share, Contingent on S&S Shareholder Approval

Offer Price Will Revert to $35.00 Per Share If Not Approved on May 25th



JACKSONVILLE, Fla., May 15  /PRNewswire-FirstCall/ -- Armor Holdings, Inc. (NYSE:AH), a leading manufacturer and distributor of security products and vehicle armor systems serving military, law-enforcement, homeland security and commercial markets, announced today that it has amended its merger agreement with Stewart & Stevenson Services, Inc. (S&S) (NYSE:SVC) to reflect an increase in purchase price from $35.00 to $36.50 per share, contingent on approval of the merger by S&S shareholders at a special meeting scheduled to be reconvened on May 25, 2006 at 9:00 a.m. Houston time.

If S&S shareholders do not approve the amended merger agreement reflecting the new price at the May 25th special meeting, Armor Holdings' offer will revert to the previously agreed upon $35.00 per share and remain in effect through November 27, 2006 as set forth in the original merger agreement filed with the Securities and Exchange Commission (SEC) on March 3, 2006, and in S&S's definitive proxy statement filed with the SEC on April 7, 2006.  The record date for shareholders entitled to vote at the meeting remains April 5, 2006.

Armor Holdings also announced today that it is considering filing a lawsuit against Oshkosh Truck Corporation alleging, among other things, that Oshkosh's recent actions constitute tortious interference with the merger agreement between Armor Holdings and S&S dated as of February 27, 2006.  Armor Holdings has retained Baker Botts L.L.P. as legal counsel to assist in considering this action.

Armor Holdings is being advised on the transaction by Pruzan & Co. LLC. Wachovia Securities delivered a fairness opinion to Armor Holdings' Board of Directors. The law firm of Kane Kessler, P.C. is acting as legal counsel for Armor Holdings.  Armor Holdings has also retained D.F. King & Co. as its proxy solicitor in connection with the transaction.

About Armor Holdings, Inc.

Armor Holdings, Inc. (NYSE:AH) is a diversified manufacturer of branded products for the military, law enforcement, and personnel safety markets. Additional information can be found at http://www.armorholdings.com/.

Certain matters discussed in this press release constitute forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those projected.   The Company may use words such as "anticipates," "believes," "plans," "expects," "intends," "future," and similar expressions to identify forward-looking statements. These risks and uncertainties are described in the Company's filings with the Securities and Exchange Commission, including the Company's Registration Statement on Form S-3, its 2005 Form 10-K and most recently filed Forms 8-K and 10-Q. 

DATASOURCE: Armor Holdings, Inc.



CONTACT:  Robert R. Schiller, President & Chief Operating Officer of

Armor Holdings, Inc., [phone]; or Drew Brown or Rich Coyle, both of

Citigate Sard Verbinnen, for Armor Holdings, Inc., [phone]; or Richard

Grubaugh of D. F. King & Co., for Armor Holdings, Inc., [phone]



Web site:  http://www.armorholdings.com/

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