NOVAMETRIX 13D SHAREHOLDERS GROUP1
John C. Allen, Sr. Donn Gifford
Lillian I. Allen Linda Gifford
Roland R. Batson Ginette Gladu
Richard Boulet Robert R. Gladu
Joan P. Cote Andrew Gross
Paul A. Cote Dana Gross
Normand F. Doyon John F. Gross
Pauline G. Doyon Susan T. Gross
Sandra Dunham Diane James
Thomas B. Dunham Richard James
Adrienne R. Emmi William Lagerson
Anthony N. Emmi Pierre Levesque
Armen Ghugasian Edgar Morin
Takuhe Ghugasian John Orestis
Vartan Ghugasian Raymond E. Robichaud
October 23, 1996
Dear Fellow Shareholders:
We want to thank you for the tremendous support that you have shown for
the 13-D group and its efforts.
With your help, we hope to translate your wonderful endorsement into
concrete results at the upcoming shareholder meeting.
Here's the reason why we're writing you again.
We understand the shareholder meeting is scheduled for November 25 and
management's proxy material will be mailed out very shortly. You will probably
be getting a very bulky package consisting of the Andros merger documents,
management's position urging you to vote for the deal and management's
proxy card.
Please read this material carefully. It may be complex and difficult to
follow but it's very important to you and your investment in this company.
This document contains the future of your company. Unfortunately we can't
comment on it yet because we do not have all the basic information, such as the
current financial information regarding Andros, even though we made a written
request for this information from management back on July 31, 1996.
But most important: DO NOT SIGN AND SEND BACK
MANAGEMENT'S PROXY CARD.
As soon as we have fully reviewed the merger material, we will get back to
you promptly with our analysis and our proxy materials. We promise you that we
will look at it impartially and solely from the standpoint of shareholder
values and the Company's future.<F1>
________________________
<F1>Each of the individuals listed is a shareholder of Novametrix Medical
Systems, Inc. and is a member of the Novametrix 13D Shareholders Group.
Collectively, we own in the aggregate, including currently exercisable
warrants, approximately 12.4% of the common stock of Novametrix. None of us
are members of management of the Company or have any business relationship with
management.
