REVLON &lt;REV> AND MACANDREWS AND FORBES TO MERGE
  &lt;MacAndrews and Forbes Group> and
  Revlon Group Inc &lt;REV> said that they have entered into a
  definitive mergewr agreement where MacAndrews will acquire
  Revlon at 20.10 dlrs per common share in cash.
      MacAndrews said it increased its offer to purchase all
  Revlon common shares to 20.10 dlrs a share, from its April 1
  offer of 18.50 dlrs a share.
      Following consummation of the offer, a unit of MacAndrews
  will merge into Revlon and each remaining share will be
  converted into the right to receive 20.10 dlrs per share in
  cash, the companies said.
      Revlon said its board of directors unanimously approved the
  merger agreement.
      MacAndrews and Revlon also said they have reached a
  settlement with the plaintiff in the pending litigation
  challenging acquisition of the shares by MacAnrews.
      The companies said the tender offer and withdrawal rights
  will expireon Tuesday April 28, unless extended.
      MacAndrews said it will promptly file revised tender offer
  material with the Securities and Exchange Commission. Drexel
  Burnham Lambert Inc is acting as dealer-manager for the offer,
  the companies said.
      Revlon currently has about 42 mln shares outstanding. The
  current offer price is about 782 mln dlrs, a company spokesman
  said, up from the previous offer of 720 mln dlrs.
      On April 1, MacAndrews and Forbes, owned by Ronald
  Perelman, offered 18.50 dlrs a share for the 63 pct of Revlon
  shares he did not already own.
      Since the offer was made over a dozen shareholder lawsuits
  were brought against Revlon alleging the original offer was too
  low.
      But, the companies said these lawsuits have been settled in
  the amended offer.
  

