THREE directors of Stiell Group, one of Scotland's fastest-growing firms, yesterday turned a less-than-(pounds) 40,000 investment into a multi-million-pound windfall after Alfred McAlpine, the construction and services specialist, acquired the company in a cash and shares deal worth (pounds) 85m.

Almost another 100 workers at the Uddingston-based facilities management company - from receptionists to IT staff - will scoop between (pounds) 25,000 and (pounds) 100,000.

Under the terms of the agreement, Bill Allan, Stiell's chief executive, and Des Barrett, the deputy managing director, are expected personally to make about (pounds) 5.7m - (pounds) 3.5m in cash and (pounds) 2.2m worth of McAlpine shares - from the acquisition.

Both paid less than (pounds) 40,000 about seven years ago for their stakes in the company, which looks after everything from client firms' maintenance to catering, cleaning, utilities, and network infrastructures, and counts the Bank of Scotland, Motorola, and the British Airport Authority among its customers.

Fellow director Ed Smyth, the former owner of London-based Alba Management Consultants, which was acquired by Stiell in 2000, and retired Stiell director Jim Donald are expected to receive similar rewards for their investment.

Stiell's ordinary 'A' share capital was acquired from venture capital group 3i for (pounds) 19m in cash, more than double the (pounds) 9m it paid two years ago for a 25% stake in the company.

McAlpine, which has an annual turnover of around (pounds) 350m, yesterday said it had received acceptances for all the agreed 90.7% of Stiell shares.

The (pounds) 85m deal consists of (pounds) 64.3m in cash and loan notes and (pounds) 11m in McAlpine shares with assumed debt of (pounds) 9.7m.

Jim Cooper, Stiell's non-executive chairman, said: ''This acquisition gives us the access to the bigger blue-chip market that we were probably just a wee bit small to take on before.

''The whole deal is really a testament to Bill Allan and the rest of the management team, who have taken this company from (pounds) 20m annual turnover to more than (pounds) 100m this year.''

Cooper declined to discuss

the windfalls for individual shareholders.

But, according to a source close to the acquisition, the remainder of the cash and shares - about (pounds) 50m worth - will be split between other key directors and support staff.

Thanks to an employee benefits trust, revamped three weeks ago, the source said, some of the ''key directors will be getting seven-figure sums'', while support staff, which includes a range of employees from front-door receptionists to IT workers, will get ''between (pounds) 25,000 and (pounds) 100,000, depending on length of service''.

The source added: ''If you are on (pounds) 12,000, that's quite a nice little windfall.''

Andy Allan, head of corporate finance in Scotland for accountants Arthur Andersen, who represented the shareholders in the acquisition, said: ''It's to the credit of Stiell and its management that they set up the employee benefits trust. They didn't have

to do that. A lot of people will

get a nice windfall out of this,

right across the board, from the doorman to management.''

Stiell has two principal businesses - Stiell Facilities, which provides facilities management services, and Stiell Networks, which designs, installs, and maintains IT networks. It was founded in 1911 as a manufacturer of coal-cutting machinery.

Since Allan took over as chief executive in 1995, he and his management team built the company up from a traditional Scottish maintenance business into a UK-wide facilities management operation, which over the past three years has achieved annual growth rates approaching 30% - nearly double the average growth for its sector.

McAlpine, flush with cash after selling its housebuilding arm to George Wimpey for (pounds) 461m last year, is concentrat-ing heavily on its infrastructure services.

Stiell, which employs about 1200 workers, will now form the basis of McAlpine Facilities Management.

As part of the acquisition, the shares part of the purchase is subject to a two-year lock-in, widely seen as an enticement to keep the current management team on board.

Oliver Whitehead, McAlpine's chief executive, said: ''McAlpine regards Stiell's key management team as being vital to the ongoing success of Stiell within the McAlpine Group.''

He added: ''I know we have bought a quality business with a great management team at a fair price. We don't intend to change a thing. There will certainly be

no rebranding or job cuts or streamlining or anything of that nature.

''If anything, we want the company to take on more people. We're going to help Bill (Allan) and his merry men grow the business. The only difference now is they will have access to bigger markets and they no longer have to worry about banks or funding.''