/raid1/www/Hosts/bankrupt/TCREUR_Public/021111.mbx             T R O U B L E D   C O M P A N Y   R E P O R T E R

                             E U R O P E

                 Monday, November 11, 2002, Vol. 3, No. 223


                              Headlines

C Z E C H   R E P U B L I C

VITCOVICE: Takeover Requires Only CZK700 Million


F I N L A N D

SONERA CORP.: Telia Corrects Price for Possible Redemption Offer
SONERA CORP: Issues Ministry Notice Regarding TeliaSonera Board
SONERA CORP: Telia Board Chairman Comments on CEO's Resignation


F R A N C E

ALCATEL: Axia Selects Alcatel Optical to Build Alberta Network
ALCATEL: Launches 3G/UMTS Mobile System in Benelux
VIVENDI UNIVERSAL: Vivendi Environnement Posts Growth in Revenue
VIVENDI UNIVERSAL: Updates Market on Asset Disposal Program


G E R M A N Y

HVB GROUP: HVB Hungary To Take Over CA IB Securities in 2003


N E T H E R L A N D S

AEGON: ICA Ahold and AEGON to Agree On Joint Venture
BUHRMANN N.V.: S&P Places Ratings on CreditWatch Negative
ROYAL PHILIPS: Moody's Reviews Ratings for Senior Debt
SONG NETWORKS: Presenting the Company's Quarterly Report Early


S W E D E N

LM ERICSSON: Standard & Poor's Lowers Long-Term Credit Rating


S W I T Z E R L A N D

SWISS LIFE: Tenders 92.27% of Registered Shares to Holding
SWISS LIFE: Regulator Includes Financing of LTS on Probe
SWISS LIFE: Board of Directors Chairman To Step Down In 2003


U N I T E D   K I N G D O M

AES DRAX: Moody's Downgrades Bond and Debt Ratings to Caa2
AMEY PLC: Board Postpones Payment on Interim Dividends
CABLE & WIRELESS: Wins Service Provider Excellence Award
CORDIANT COMMUNICATIONS: Clarifies Director Shareholding
MARCONI PLC: Former Director Files GBP1.6 Million Claim

NTL INC.: UK Managing Director and COO To Leave At Year End
PACE MICRO: Extends Conditional Access Options With CryptoworksT
TELEWEST COMMUNICATIONS: Announces 3rd Quarter Results 2002
TELEWEST COMMUNICATIONS: TVS Television Sells Maidstone Studios
THE BIG FOOD: Announces Results for Weeks to September 13

     -  -  -  -  -  -  -  -

===========================
C Z E C H   R E P U B L I C
============================


VITCOVICE: Takeover Requires Only CZK700 Million
------------------------------------------------
The take-over of troubled Moravian steel and engineering company,
Vitkovice, will require Dutch LNM Holdings only CZK 700 million
instead of the CZK 3.3 billion the government had already
invested, says Prague Business Journal.

The company's woes date back to 2000 when the company bared
losses of CZK8.836 billion.  According to the Troubled Company
Reporter-Europe, the company also suffered, during the same year,
a sharp drop in asset value from CZK20.817 billion to only
CZK9.364 billion.  At end of the year, owners' equity had totaled
(-) CZK4.897 billion.

In November last year, shareholders approved steps to cut the
struggling company's debt burden.  They slashed the company's
share capital from CZK10.62 billion to CZK132.8 million.
Shareholders also approved a CZK1.5 billion capital hike
resulting from the issuance of 150 million new shares at CZK10
each.



=============
F I N L A N D
=============


SONERA CORP.: Telia Corrects Price for Possible Redemption Offer
----------------------------------------------------------------
In connection with the exchange offer by Telia to the
shareholders of Sonera, Telia may, pursuant to Finnish law, as
described in Telia's exchange offer prospectus, be required to
make a mandatory redemption offer to those shareholders who have
not exchanged their Sonera shares for Telia shares.

This mandatory redemption offer shall include a cash offer made
at a price based on the volume-weighted average trading price
paid for the Sonera share on the Helsinki Stock Exchange during
the twelve-month period prior to the expiration of the exchange
offer.

Based on the volume-weighted average price paid for the Sonera
share on the Helsinki Stock Exchange during the twelve-month
period which ended on November 6, 2002 and based on the closing
price for the Telia share on the Stockholm Stock Exchange
(Stockholmsb"rsen) on November 6, 2002, which was SEK 31.80 or
EUR 3.48 the situation would, by way of illustration, be as
follows:

- The cash price that Telia would have to offer in a mandatory
redemption offer would be EUR 5.00 per Sonera share.
- The cash value of the exchange offer would be EUR 5.28*) per
Sonera share.
- Thus the cash price of the mandatory redemption offer would be
less than the cash value of the exchange offer.

Possible application of the so called top-up-condition
As described in connection with the prospectus, the Finnish
Financial Supervision Authority issued a ruling, the practical
effect of which was that no additional payment, a so-called top-
up payment, would be required in connection with the exchange
offer.  Nothwithstanding this ruling based on the above price
information, there would be no trigger of the provision in the
combination agreement between Telia and Sonera, which provides
for Telia's right to terminate the agreement and abandon the
exchange offer in the event the amount of cash Telia has to pay
in the mandatory redemption offer for each remaining share of
Sonera were to exceed the cash value of the Telia shares offered
in the exchange offer by more than approximately EUR 0.27, or
more than EUR 300 million in total for all outstanding Sonera
shares.

However, Telia will not, as described in the prospectus, be able
to finally determine whether to invoke the condition and abandon
the exchange offer until immediately prior to the completion of
the exchange offer, which is expected to occur on November 29,
2002.

*) In an earlier press release EUR 5,38 was wrongly inserted,
which shall be EUR 5,28.

The combination of Sonera and Telia will be implemented through
an exchange offer being made by Telia to all shareholders of
Sonera. The contents of this document are neither an offer to
purchase nor a solicitation of an offer to sell shares of Telia.
Any offer in the United States will only be made through a
prospectus which is part of a registration statement on Form F-4
which Telia filed with the U.S. Securities and Exchange
Commission on October 1, 2002. Sonera shareholders who are U.S.
persons or are located in the United States are urged to
carefully review the registration statement on Form F-4, the
prospectus included therein and other documents relating to the
offer that Telia has filed or will file with the SEC because
these documents contain important information relating to the
offer. You are also urged to read the related
solicitation/recommendation statement on Schedule 14D-9 that was
filed by Sonera with the SEC on October 1, 2002 regarding the
offer.

You may obtain a free copy of these documents at the SEC's web
site at www.sec.gov. You may also inspect and copy the
registration statement on Form F-4, as well as any documents
incorporated by reference therein, and the Schedule 14D-9 at the
public reference room maintained by the SEC at 450 Fifth Street,
NW, Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330
for further information about the public reference room. These
documents may also be obtained free of charge by contacting Telia
AB, Investor Relations, SE-123 86 Farsta, Sweden. Attention:
External Communications or Investor Relations (tel: +46 8
7137143, or Sonera Corporation, Teollisuuskatu 15, P.O. Box 106,
FIN-00051 SONERA, Finland. Attention: Investor Relations (tel:
+358 20401). YOU SHOULD READ THE PROSPECTUS AND THE SCHEDULE 14D-
9 CAREFULLY BEFORE MAKING A DECISION CONCERNING THE OFFER.

Telia is the Nordic leader in telecommunications. Over the past
year, we have streamlined the Group, focusing our core businesses
making the company more flexible. Our four core businesses are:
Mobile communications, Broadband and Internet, Fixed networks and
International carrier operations. Telia is listed on
Stockholmsb"rsen. Sales Jan-Sep 2002 totaled MSEK 42,727 (42,226)
and the number of employees was 16,244 (22,509). Sales 2001
totaled MSEK 57,196 and the number of employees was 17,149.


SONERA CORP: Issues Ministry Notice Regarding TeliaSonera Board
---------------------------------------------------------------
Sonera announced that the Finnish Ministry of Transport and
Communications has issued this press release:

Minister Sasi on Telia's CEO Anders Igel's relinquishment from
the Board of TeliaSonera:

The Republic of Finland considers that the balance in the
TeliaSonera Board composition has now been met when Anders Igel
has relinquished from his seat on the Board of TeliaSonera. The
balance has been agreed in the Shareholders' Agreement between
the Republic of Finland and the Kingdom of Sweden. Thus, there is
no obstacle for the Republic of Finland to exchange its Sonera
shares into Telia shares in Telia's Exchange Offer. The Republic
of Finland intends to tender its shares on November 8, 2002.

Sonera Corporation (HEX: SRA, NASDAQ: SNRA) is a leading provider
of mobile and advanced telecommunications services. Sonera is
growing as an operator, as well as a provider of transaction and
content services in Finland and in selected international
markets. The company also offers advanced data solutions to
businesses, and fixed network voice services in Finland and
neighbouring markets. In 2001, Sonera's revenues totaled EUR 2.2
billion, and profit before extraordinary items and taxes was EUR
0.45 billion. Sonera employs about 7,400 people. www.sonera.com

CONTACT:  Mr Jari Jaakkola, EVP, Corporate Communications & IR
          Phone:+358 2040 65170
          E-mail: jari.jaakkola@sonera.com


SONERA CORP: Telia Board Chairman Comments on CEO's Resignation
----------------------------------------------------------------
In relation to the announcement by Telia's President and CEO
Anders Igel that he relinquishes his position as a member of the
combined TeliaSonera Board, Telia's Chairman Lars-Eric Petersson
has the following comment:

The dialogue of the last few days and the uncertainty that this
has caused both the Telia and Sonera organisations is of course
unfortunate.

At the same time it is also important to note that the fact that
the CEO is not formally a member of the Board after the merger
has been finalised does not in any way change Anders Igel's
assignment, mandate or ability to act in the role of CEO.

The most important thing now is that the necessary work to merge
Telia and Sonera can continue at full speed. This is an important
task, which implies continued mutual trust between the two
companies and between their owners. It is also a task which
demands that the staff of both companies are allowed to get on
with their job in peace and quiet to ensure a successful merger.
I hope and believe that we will be able to achieve these working
conditions, says Lars-Eric Petersson.



===========
F R A N C E
===========


ALCATEL: Axia Selects Alcatel Optical to Build Alberta Network
--------------------------------------------------------------
Alcatel's optical fiber used in Canada's Alberta SuperNet to
connect hospitals, schools, libraries and government offices

Alcatel (Paris: CGEP.PA and NYSE: ALA), the world leader in
optical networking, and Axia SuperNet Ltd., a wholly owned
subsidiary of Axia NetMedia Corp. (TSX: AXX), announced the
signing of an agreement for Alcatel to provide optical fiber to
Axia SuperNet Ltd. for deployment in the Extended Area of the
Alberta SuperNet. The SuperNet is an initiative of the Government
of Alberta to link 4700 libraries, schools, hospitals, and
provincial government offices in 422 communities in the Canadian
province by 2004. The Extended Area includes those facilities
that are located in 395 of Alberta's smaller communities. Alcatel
has provided Axia SuperNet Ltd. with 4 400 kilometers to date of
optical cables with world-class Standard Singlemode Fiber.

Under the terms of the agreement, Axia SuperNet Ltd. will deploy
Alcatel's EZ -PrepT cables with Standard Singlemode Fiber.
Alcatel fiber and cables are among the most reliable products
available in the industry, an important requirement for the
Alberta SuperNet, which connects critical provincial government
locations. The reliability of Alcatel's Standard Singlemode Fiber
is enhanced by a patented coating system and the unique ColorLock
T process, which maintains fiber strength and color vibrancy over
extended periods of time. Alcatel cables are also designed for
durability and maximum mechanical performance.

Axia SuperNet Ltd. has a 10-year renewable contract from the
Government of Alberta to manage and operate the entire network.
Increasingly, local governments are deploying optical fiber to
connect their major institutions and provide high-speed access to
businesses and consumers through commercial service providers.
Alcatel is ideally positioned to support such initiatives with
its complete portfolio of optical fibers and cables that are
optimized for long haul, metro and access networks.

"Alcatel's reliability and cost-effective solutions make Alcatel
the obvious vendor of choice for the Extended Area of the Alberta
SuperNet project," said Axia SuperNet Ltd. COO Drew McNaughton.
"Alcatel met our compressed delivery timelines and has provided
us with very impressive customer service. We look forward to
continuing our relationship throughout the construction of the
Alberta SuperNet."

"Alcatel's products provide Axia SuperNet Ltd. with the
performance and reliability required for this critical network,"
said Jacques Blanc, president of Alcatel's optical fiber
activities. "Our comprehensive portfolio of innovative and high-
quality solutions enable network operators to be more competitive
by lowering costs over the lifetime of the network, providing
reliability, and upgrades to next generation systems."

About the Alberta SuperNet

Alberta SuperNet is a Government of Alberta initiative linking
4,700 libraries, schools, hospitals and provincial government
offices in 422 communities province-wide by 2004. In addition,
commercial service providers in areas that currently do not have
high-speed connectivity options will be able to access Alberta
SuperNet at current market rates, bringing competitive broadband
services to most Alberta businesses and residences, whether they
are in rural or urban areas.

The Government of Alberta will invest a maximum of US$193 million
over three years to build the sustainable and scaleable network.
As prime contractor for the build, Bell will invest US$102
million to build the Base Area, the portion of the network
linking 27 large communities. Axia SuperNet Ltd., a wholly owned
subsidiary of Axia NetMedia Corp. (TSX:AXX), has been sub-
contracted by Bell to build the network's Extended Area, which
connects 395 smaller communities Axia SuperNet Ltd. also has a
10-year contract from the Government of Alberta to operate and
manage the entire network. For more information about the Alberta
SuperNet see www.albertasupernet.ca, www.supernetportal.com or
www.bellwesternbusiness.ca.

About Axia

Axia, based in Calgary, builds high-speed networks and innovative
learning applications that arm people with the knowledge to break
through to new levels of performance. Founded in 1995, Axia has
over 500 employees, and trades on The Toronto Stock Exchange
under the symbol AXX.

About Alcatel

Alcatel designs, develops and builds innovative and competitive
networks, enabling carriers, service providers and enterprises to
deliver any type of content, such as voice, data and multimedia,
to any consumer, anywhere in the world. Relying on its leading
and comprehensive products and solutions portfolio, stretching
from end-to-end optical infrastructures, fixed and mobile
networks to broadband access, Alcatel's customers can focus on
optimizing their service offerings and revenue streams. With
sales of EURO 25 billion in 2001, Alcatel operates in more than
130 countries.


ALCATEL: Launches 3G/UMTS Mobile System in Benelux
--------------------------------------------------
Alcatel (Paris: CGEP.PA and NYSE: ALA), the world's largest
telecom infrastructure vendor and fastest-growing GSM/GPRS/UMTS
supplier, officially opened its 3G Reality Centre for the Benelux
in Rijswijk, the Netherlands. This facility is the first fully
functional 3G/UMTS system in the Benelux and the newly born
member to Alcatel's worldwide 3G Reality Centre program.

The 3G Reality Centre offers Alcatel and its partners, including
local content and applications providers, a live and
comprehensive end-to-end environment for the development and
testing of advanced mobile applications and data services, in the
field 3G/UMTS. Such Centres are already operational in Kuala
Lumpur, Lisbon, Malm" (Sweden), Paris, Shanghai, Taipei and now
also in Rijswijk (The Netherlands). Additional 3G Reality Centres
will be operational by the end of 2002, thanks to 3G UMTS pilot
networks installed by Alcatel in Stuttgart (Germany), Vimercate
(Italy), and by first quarter of 2003 in Australia, Japan and
Korea.

The Alcatel 3G Reality Centre in Rijswijk will make available to
the telecommunication industry in the Benelux practically
everything revolving around 3G - from the latest data transfer of
know-how and incubation of expert personnel, to applications and
services. Visitors will personally experience indoor as well as
outdoor 3G/UMTS communications with voice in circuit mode and
data and high-speed video images in packet mode, in full
compliance with UMTS 3GPP standards. Whether for international
videophony calls between two 3G handsets, for web browsing,
access to online information, image transfer, video streaming &
downloading, and even transfer of live video.

Alcatel installed in Rijswijk its complete Evolium(TM) solution
including the UTRAN (UMTS Terrestrial Radio Access Network) radio
systems, the Core network, as well as the associated Radio
Network Controller (RNC) and a dedicated Application Service
platform. The radio systems, which include the UMTS base stations
(Node B) are developed and produced by Evolium SAS, the joint
venture between Alcatel and Fujitsu.

"The opening of our 3G Reality Centre in the Benelux today, shows
the importance Alcatel places in the Benelux market. I envision
that the Centre will help facilitate the sharing of Alcatel's
expertise and experience in 3G/UMTS technology worldwide amongst
our partners and content developers in the Benelux. This will
result in a win-win situation for all parties and accelerate the
arrival of the 3G/UMTS era", declared Marc Rouanne, President of
Alcatel's Mobile Networks activities.

Marco Huberts, Director Distribution Unit Benelux, added, "The 3G
Reality Centre in Rijswijk offers our partners who provide mobile
services in The Benelux, a unique opportunity to work in a
genuine 3G/UMTS environment. This will significantly accelerate
the development of new mobile applications and solutions. No
other telecommunication supplier offers this wide range of
commercial solutions and a turnkey platform as we do worldwide
with our 3G Reality Centres".

The 3G Reality Centre in Rijswijk is running on the latest
Alcatel Evolium(TM) 3G equipment and solutions, leveraging
Alcatel's expertise in GSM, GPRS, and EDGE as well as in ATM and
IP technologies, with the advanced experience of Fujitsu as
supplier of NTT DoCoMo, which has a UMTS commercial network in
service in Japan since October 2001.

About Alcatel

Alcatel designs, develops and builds innovative and competitive
communications networks, enabling carriers, service providers and
enterprises to deliver any type of content, such as voice, data
and multimedia, to any type of consumer, anywhere in the world.
Relying on its leading and comprehensive products and solutions
portfolio, stretching from end-to-end optical infrastructures,
fixed and mobile networks to broadband access, Alcatel's
customers can focus on optimizing their service offerings and
revenue streams. With sales of Euro 25 billion in 2001, Alcatel
operates in more than 130 countries.

About Alcatel's Evolium solutions

Alcatel is now the world's fastest growing GSM/GPRS supplier.
Currently, over 110 mobile operators worldwide rely on Alcatel's
Evolium GSM/GPRS core and radio solutions.
By creating Evolium SAS, an Alcatel-Fujitsu company, Alcatel
clearly reinforces its position in both mobile infrastructure and
mobile Internet. Evolium SAS combines Alcatel's expertise in GSM,
GPRS, and EDGE as well as in ATM and IP technologies, with the
advanced experience of Fujitsu as supplier of NTT DoCoMo. NTT
DoCoMo is the world's leading mobile communications company with
more than 40 million customers. The company provides a wide
variety of leading-edge mobile multimedia services. These include
i-mode, the world's most popular mobile Internet service, which
provides e-mail and Internet access to over 32 million
subscribers, and FOMA, launched in 2001 as the world's first 3G
mobile service based on W-CDMA.

Alcatel's UMTS solutions are a reality today, with 20 UMTS pilot
networks in operation or planned to be delivered by Alcatel in
Europe and in Asia by the end of 2002. Alcatel's strategy covers
all aspects of UMTS deployment, from radio access and core
network to terminals. Evolium SAS delivers a radio infrastructure
that is 3GPP-compliant, field-proven and capitalizes on Japanese
3G technical and field experience. Alcatel, which played a vital
part in developing the mobile Internet market, in particular
through the successful roll out of GPRS commercial networks
world-wide, has today a timely UMTS offering.


VIVENDI UNIVERSAL: Vivendi Environnement Posts Growth in Revenue
----------------------------------------------------------------
Vivendi stated revenue for core businesses amounted to EUR20,518
million, up 7.9% at constant exchange rates. Despite difficult
market conditions, internal growth remained steady at 5.6%.

Revenue for non-core businesses that have been sold or are
planned for sale amounted to EUR1,644 million, compared with
EUR2,022 million at September 30, 2001(b). Consolidated revenue
for Vivendi Environnement including non-core businesses increased
4.5% to EUR22,162 million.

Excluding non-core businesses that have been sold or are planned
for sale, EBIT increased 6% at constant exchange rates to
EUR1,297 million (+4.4% at current exchange rates). Consolidated
EBIT for the first nine months of 2002 amounted to EUR1,378
million, compared with EUR1,369 million for the same period in
2001.

The improvement in cash flow from operations (+19% to almost EUR2
billion), combined with the capital increase and the disposals
effective at September 30, 2002, enabled Vivendi Environnement to
pursue its growth while reducing its consolidated net debt. At
September 30, 2002, net debt amounted to EUR13.7 billion, against
EUR14.3 billion at December 31, 2001. In addition, Vivendi
Environnement has reduced the amount of its assigned and
securitized receivables by over EUR700 million since December 31,
2001.

During the third quarter of 2002, Vivendi Environnement continued
to win many new contracts. These included an industrial contract
with Petronas in Malaysia, management of wastewater treatment
sludge in Atlanta, U.S.A., the build and operate contract for the
wastewater treatment plants in The Hague, Netherlands,
modernization of the Acheres wastewater treatment plant near
Paris, outsourced management of the Rabat-Sale water service in
Morocco, waste collection and treatment in Brighton, U.K. and two
transportation contracts in the Netherlands.

(a) Definition of non-core disposals already completed or planned
    for sale:
    US Filter's non-core businesses: Filtration & Separation,
    Plymouth, Surface Prep, Distribution US;
    minority interests in the U.S. and U.K.: PSC, Bristol Water,
    South Staffordshire Water; Bonna Sabla.

    Full-year revenue in 2001 estimated at EUR2,600 million.

    (b) Disposals completed at September 30, 2002: Filtration &
    Separation, PSC and Bristol Water.

VIVENDI ENVIRONNEMENT


Sept. 30, 2001 Sept. 30 Variation Internal External  Impact of
(in EURm)   2002      2002/2001  growth   growth     exchange
             (in EURm)                                  rate
                                                     fluctuations
----------------------------------------------------------------
19,192(1)      20,518(1)    +6.9%   +5.6%    +2.3%      -1.0%
-----------------------------------------------------------------
2,022(2)       1,644(2)   -18.7%
-----------------------------------------
21,214(3)      22,162(3)    +4.5%
-----------------------------------------


    (1) Revenue for core businesses
    (2) Revenue for non-core businesses that have been sold or
        are planned for sale
    (3) Total consolidated revenue

Consolidated revenue for core businesses for the first nine
months of 2002 increased 6.9% to EUR20.5 billion compared with
EUR19.2 billion for the previous period. Internal growth in core
businesses was 5.6%.

Taking into account the disposal of non-core businesses, revenue
amounted to EUR22.2 billion, up 4.5%.

The net impact of the external growth of core businesses was
EUR473 million and came primarily from Marius Pedersen (Denmark),
Siram (Italy) and Verney (France).

The negative impact of exchange rate fluctuations, which amounted
to EUR187 million, was due principally to the decline in the U.S.
dollar to euro rate the end of September 2002 (0.93) compared
with the same period in 2001 (0.90), as well as Latin American
currencies. Given the present trend of the U.S. dollar, this
effect is expected to continue in the fourth quarter.

Revenue generated outside France reached EUR11,281 million,
representing 55% of total revenue, which is similar to that
achieved in the first nine months of 2001.

   WATER (1)


Sept. 30, 2001 Sept. 30, Variation Internal External Impact of
    (in EURm)     2002      2002/2001  growth   growth   exchange
                (in EURm)                                  rate
                                                     fluctuations
-----------------------------------------------------------------
  8,067         8,415         +4.3%     +5.8%   -0.6%      -0.9%
-----------------------------------------------------------------

    (1) excluding non-core disposals completed or are planned for
    sale.

Internal growth of core businesses amounted to 5.8%. In France,
internal growth was 4.7% due to the continued good performance in
water distribution and stability in the design-build segment.

Outside France, excluding the United States, business in
outsourcing services increased 14.7%, due primarily to contracts
signed in Central Europe (Prague, Gorlitz), Morocco (Tangiers and
Tetouan) and Asia (Hyundai-HEI, Inchon, Chengdu). In the United
States, revenue for core businesses increased 8.4% at a constant
exchange rate. The company benefited from sustained good
performance in municipal outsourcing (impact of the Indianapolis
contract) and industrial services. Equipment sales increased in
the municipal segment and were stable with industrial customers.
At current exchange rates, revenue for core businesses in the
United States rose 4.6%.

Revenue for non-core businesses that have been sold or are
planned for sale amounted to EUR1,644 million, compared with
EUR2,022 million at September 30, 2001.

    WASTE MANAGEMENT

Sept. 30, 2001 Sept. 30, Variation Internal External Impact of
    (in EURm)    2002       2002/2001  growth   growth   exchange
                (in EURm)                                   rate
                                                     fluctuations
-----------------------------------------------------------------
     4,329        4,571         +5.6%    +6.0%     +2.1%    -2.5%
-----------------------------------------------------------------


Internal growth amounted to 6%. In France, 4.6% growth was
achieved despite the company's restructuring program in a
business climate that remained unfavorable.

Outside France, 6.9% growth was recorded, due primarily to
contracts in Northern Europe (Bromley, Sheffield and Hampshire)
and in Asia (Hong Kong and Singapore).

Growth in the United States resulted from new municipal contracts
for solid waste and a sustained good level of business in
hazardous waste.

External growth was due primarily to the full-year effect of the
2001 acquisition of Marius Pedersen in Denmark.

    ENERGY SERVICES

Sept.30, 2001 Sept 30, Variation Internal External  Impact of
    (in EURm)    2002      2002/2001  growth   growth    exchange
              (in EURm)                                   rate
                                                     fluctuations
-----------------------------------------------------------------
2,701        3,075       +13.8%   +5.6%    +7.9%      +0.3%
-----------------------------------------------------------------

Excluding external growth, revenue in France was stable compared
with the first nine months of 2001. This was due to the combined
effect of the gas price reduction effective April 1, 2002, and
the positive impact from cogeneration (EUR211 million, +27%).

Outside France, the internal growth of 16.6% was due primarily to
the startup of the Tallin, Vilnius and Poznan contracts.

External growth came principally from the acquisition of Siram in
Italy.

TRANSPORTATION

Sept. 30, 2001 Sept. 30, Variation Internal External Impact of
    (in EURm)  2002      2002/2001  growth   growth   exchange
              (in EURm)                                  rate
                                                  fluctuations
-----------------------------------------------------------------
    2,294          2,512       +9.5%     +2.3%   +7.4%     -0.2%
-----------------------------------------------------------------

In France, internal growth of 9.5% was due to new and extended
contracts. Outside France, excluding the impact of the end of the
South Central contract, revenue increased 21.7% as a result of
the full effect in 2002 of the BBA and Combus contracts, and new
business in Northern and Eastern Europe.

The 7.4% external growth was due primarily to the acquisitions of
Verney (EUR116 million) and Yellow Transportation (EUR41
million).

    FCC


Sept. 30, 2001 Sept. 30, Variation Internal External  Impact of
    (in EURm)   2002       2002/2001  growth   growth    exchange
              (in EURm)                                    rate
                                                    fluctuations
-----------------------------------------------------------------
  1,802          1,946        +8.0%    +7.5%    +1.1%      -0.6%
-----------------------------------------------------------------

Internal growth of 7.5% was spread across all divisions, but was
particularly marked in the cement business, which is benefiting
from growth in the construction industry in Spain.

Based on the achievements in the first nine months, and despite a
soft international business climate, 2002 is expected to show
steady revenue growth in line with the company's medium-term
targets. The disposals to be completed in the fourth quarter of
2002, together with increased cash flow from operations, will
enable Vivendi Environnement to continue its growth and are
expected to confirm its net debt goal of between EUR13 billion
and EUR13.5 billion at the end of 2002.

Vivendi Environnement is a corporation listed on the NYSE and
Euronext Paris.

CONTACT:  Vivendi Environnement
          Analyst and institutional investor contact:
          Nathalie Pinon
          Phone: +33 1 71 75 01 67
             or
          US investor contact:
          Brian Sullivan
          Phone: +(1) 401 737 4100


VIVENDI UNIVERSAL: Updates Market on Asset Disposal Program
-----------------------------------------------------------
Vivendi Universal (NYSE: V; Paris Bourse: EX FP) today updated
the market on its asset disposal program by issuing these
details:

1- Vivendi Universal looks to sell half of its interest in
Vivendi Environnement by private agreement

Vivendi Universal's Board of Directors met together on October
29, 2002 and approved the principle of proceeding with the sale
of 50% of the Vivendi Environnement shares owned by Vivendi
Universal (representing 20.20% of the capital stock of Vivendi
Environnement). The Board gave its approval on the understanding
that the transaction will take place without offering the shares
on the open market. The shares will be sold to a limited number
of investors who will assume Vivendi Universal's lock-up
agreement which applies until December 21, 2003.

Vivendi Universal will attach to each share sold an irrevocable
call option for another Vivendi Environnement share. It will be
possible to exercise the options at any time through December 21,
2004. The call options and the shares acquired through the
exercise of the options will be subject to the same lock-up
conditions. After the exercise of the call options, Vivendi
Universal will no longer own any Vivendi Environnement shares.

The final decision, after consultation with French market
authorities, will be subject, in particular, to the finalization
of an amendment to the contract signed on June 24, 2002 with the
banks that managed the June 2002 placement and the group of
Vivendi Environnement investors, as described in the prospectus
dated June 26, 2002 registered with the Commission des Operations
de Bourse under No. 02-801 and dated June 26, 2002.

The Vivendi Environnement shares will not be registered under the
U.S. Securities Act of 1933 and may not be offered or sold in the
United States absent registration or an applicable exemption from
registration requirements.

    2- Asset disposals worth E5 billion announced in just four
months (excluding Vivendi Environnement). With the sale of
Vivendi Environnement shares, Vivendi Universal should have sold
assets worth around E7 billion by the end of 2002 and E16 billion
by the end of 2004.

In the space of just four months from July 1 until today, Vivendi
Universal will have announced asset sales worth E5 billion
(excluding Vivendi Environnement), which includes E1.04 billion
of debt taken over by the acquirers. This amount is in advance of
its target of sales worth E5 billion to be made over nine months.

This amount can be confirmed as the consortium now formed by
Thomas H. Lee and Bain Capital has signed an agreement with
Vivendi Universal for the sale of Houghton Mifflin on the basis
of a valuation of $1.66 billion, or around E1.7 billion.

For 2003, on the basis of prudent scenarios, Vivendi Universal
expects to dispose of assets worth more than E7 billion (not
including Vivendi Environnement). Vivendi Universal believes it
will meet and even pass its target of E12 billion in disposals by
the end of 2003.

Including Vivendi Environnement, the company expects to have sold
assets worth around E7 billion by the end of the year and E16
billion by the end of 2004.

The agreements concluded since July 1, 2002, subject to ongoing
negotiations, are as follows (amounts in enterprise value):

    -- Vinci shares (E291 million)

    -- the remaining 25% of the professional press and health
    businesses (E150 million)

    -- Lagardere shares (E44 million)

    -- Groupe L'Express-L'Expansion and Comareg (E320 million)

    -- Canal+ Technologies (E190 million)

    -- Vizzavi (E143 million)

    -- Telepiu (E893 million before adjustment for accounts
payable)

    -- European and Latin American publishing (E1.25 billion)

    -- Houghton Mifflin ($1.66 billion, or around E1.7 billion)

    -- Other assets (E30 million).

    3- Vivendi Universal works with its banks to reconsider its
    financing structure.

Vivendi Universal now has sufficient cash leeway to approach its
next major maturity date in March 2003 with confidence. This date
involves a maximum amount of E1.9 billion for the possible early
redemption in cash of bonds issued by Vivendi Universal that can
be converted into Vivendi Environnement shares.

In addition, the positive progress, to date, of the disposals
program is leading the company to reconsider its financing
structure. As a result, Vivendi Universal has asked for its banks
to postpone the effective date of its E3 billion credit facility
until November 25. In full cooperation with its banks, Vivendi
Universal is reviewing the most appropriate financing for its
current situation.

CONTACT:  Vivendi Universal
          Investor Relations
          Paris
          Laurence Daniel
          Phone: +33 (1).71.71.1233
          New York
          Eileen McLaughlin
          Phone: +(1) 212.572.8961



============
G E R M A N Y
=============


HVB GROUP: HVB Hungary To Take Over CA IB Securities in 2003
------------------------------------------------------------
Commercial bank HVB Hungary Rt will takeover brokerage firm CA IB
Securities on January 1, 2003 as a result of the integration of
Germany's HVB Group and Austria's Bank Austria Creditanstalt AG.

The banking unit of HVB earlier also integrated unto itself local
CA IB units in the Czech Republic, Slovakia and Romania.

HVB Hungary CEO Matthias Kunsch said HVB Hungary will carry out
due diligence of the CA IB affiliate and will accordingly
undertake organizational changes, which may include integration
of CA IB's government securities division with HVB's treasury
activities.

CA IB Securities is the third largest brokerage in Hungary, with
Ft 370 billion of total turnover in prompt securities trading in
the first nine months on the Budapest Stock Exchange.  It has
after-tax profits of Ft474.6 million (EUR1.97 million) at the
close of the 2001 business year, says CEO Akos Benke. The firm's
shareholders' equity amounts to Ft 5.7 billion late last year.



=====================
N E T H E R L A N D S
=====================


AEGON: ICA Ahold and AEGON to Agree On Joint Venture
---------------------------------------------------
Ahold's Scandinavian joint venture ICA Ahold and AEGON The
Netherlands expect to conclude negotiations on a 50/50 joint
venture in the ICA Ahold subsidiary ICA Banken, for the provision
of financial services through ICA Ahold's retail network outlets
initially in Sweden.

ICA Ahold intends to sell a 50% stake in ICA Banken to AEGON. ICA
Banken is a subsidiary of ICA Ahold that was launched last year,
which offers financial services to ICA Ahold customers in Sweden.
ICA Ahold and AEGON, one of the world's largest listed life
insurance groups, plan to accelerate the development of ICA
Banken and expand the range of products and services provided.

ICA Ahold successfully entered the financial services market in
Sweden with ICA Kundkort over the past decade, offering a limited
number of saving and credit products to its one million financial
services customers. AEGON will contribute its global financial
services expertise, including the experience gained in a joint
venture with Albert Heijn, a subsidiary of Koninklijke Ahold in
The Netherlands.

This joint venture will be subject to the regulatory approvals of
the relevant authorities.

ICA Ahold

ICA Ahold AB is the leading retailing group in the Nordic region
with 3,100 stores in Scandinavia and the Baltic countries. In
addition, ICA Ahold and Statoil jointly own and operate 1,500
Statoil service stations across Scandinavia. ICA Ahold is owned
by ICA F"rbundet Invest AB (30%), Canica AS of Norway (20%) and
Ahold (50%). The ICA Ahold joint venture was established in April
2000.

Ahold is a multi-local food retailer and foodservice operator
serving 40 million customers in 27 countries every week.

Note: In September, Aegon announced that at least EUR 1.5 billion
of its common shares will be sold directly by the association in
an offering outside the US. The Association will use the proceeds
of the sale of the 350 million Aegon common shares to reduce its
debt by at least EUR 1.5 billion.

CONTACT:  Ahold Corporate Communications: +31.75.659.5720
          Annemiek Louwers
          Mobile: +31.6.53.98.16.06,
          Nick Gale
          Phone: +31.6.55.77.22.83.


BUHRMANN N.V.: S&P Places Ratings on CreditWatch Negative
---------------------------------------------------------
Standard & Poor's Ratings Services placed its double-'B'-minus
long-term corporate credit and senior secured debt ratings and
its single-'B' subordinated debt rating on Buhrmann N.V. on
CreditWatch with negative implications.

Omar Saeed, credit analyst at Standard & Poor's Corporate Ratings
Europe, said the action expresses the rating agency's view that
the Netherlands-based office products supplier is at risk of
defaulting on its bank covenant step-up in the first quarter of
financial 2003.

The rating agency particularly projects that Buhrmann is at risk
of not meeting the step up in the EBITDA to net interest coverage
covenant to 2.75x from 2.50x in first quarter 2003, Mr. Saeed
added.

S&P noted that the company has already renegotiated its financial
covenants in December 2001.

Buhrmann's operating profits fell by 7% to EUR344.2 million
(US$344.9 million) from EUR369.9 million during the nine months
ended September 30, 2002.

The rating agency will base its succeeding actions on the
ratings depending on the company's ability to achieve "adequate
leeway within its financial covenants over a significant period
of time."


ROYAL PHILIPS: Moody's Reviews Ratings for Senior Debt
------------------------------------------------------
Moody's Investors Service reviewed the A3 ratings for senior debt
of Royal Philips Electronics N.V. (Philips) for possible
downgrade.  The company's Prime-2 rating for short-term debt was
confirmed.

According to the rating agency, the action was due to "the
company's continued underperformance in several divisions versus
Moody's expectations and weaker financial flexibility following
material value declines in its portfolio of financial investments
and, perhaps, in goodwill."

Moody's noted that the performance of the Amsterdam-based company
has been under pressure due to market downturns since mid-2001,
as a result of severe overcapacities in semiconductors and
components.

The management of Europe's biggest electronics companies
downsized its more volatile activities and reduced overhead as a
countermeasure to the difficult environment.  Moody's signed to
assess the likely market development going forward, as well as
the timing and extend of the benefits of the restructuring
undertaken by the company.

Also subject to the rating agency's review is the process of
integration of Royal Philip's four newly acquired medical
systems, as well as the performance of this entity.


SONG NETWORKS: Presenting the Company's Quarterly Report Early
--------------------------------------------------------------
Song Networks Holding AB (Stockholm:SONW) (Other OTC:SONWY)
announced that the Company will publish its third quarter
results, July-September 2002, on November 11, two days earlier
than previously announced.

The decision to release the quarterly report earlier is due to
the fact that Song Networks Holding AB will hold an Extra-
Ordinary General Meeting November 11.

About Song Networks, formerly Tele1 Europe, (Stockholm:SONW)
(Other OTC:SONWY)

Song Networks is a data and telecommunications operator with
activities in Sweden, Finland, Norway and Denmark. The Company's
business concept is to offer the best broadband solution for data
communication, internet and voice to businesses in the Nordic
region. This means that Song Networks supplies communication
solutions that are attractively customized for each corporate
customer. Song Networks is currently the only pan Nordic operator
investing in local access networks with broadband capacity. The
Company has built local access networks in the largest cities in
the Nordic region. The access networks, which are linked by a
long-distance network is one of the fastest data and internet
super-highways in Europe, with an initial capacity for customers
of up to one gigabit. The Company was founded in 1995 in Sweden
and has approximately 1,000 employees. The head office is located
in Stockholm and there are an additional 34 offices located in
the Nordic region. For further information, please visit our
website at www.songnetworks.net

CONTACT: Song Networks Holding AB
         Tomas Franzen, Chief Executive Officer
         Phone: +46 8 5631 0111
         Mobile: +46 701 810 111
         E-mail: tomas.franzen@songnetworks.net



===========
P O L A N D
===========


ELEKTRIM SA: Has PLN40 MM Losses in Local Telecom Operator
----------------------------------------------------------
Elektrim lost more than PLN40 million in its investment in Poland
Telecom Operators--the local telecommunications operator, which
was supposed to support the holding company.

The Warsaw-based group acquired the losses after it recovered
only USD2.4 million from the EUR12 million it originally lent the
corporation.

Elektrim failed to collect the owing when telecommunications
company went bankrupt.  Further efforts with the help of PTO's
Dutch parent company, PTON N.V., also proved unsuccessful.

Elektrim S.A. is a public company quoted on the Warsaw Stock
Exchange since 1992, established as a result of the privatization
of the former state-owned PHZ Elektrim. Shortly after the
privatization, Elektrim S.A. carried out very diversified
operations thorough over 140 related companies (from turbine
manufacturing to agriculture) but its business has been deeply
restructured since 1999.


=========
S P A I N
=========


TERRA LYCOS: Improves EBITDA Over Third Quarter Of Last Year
------------------------------------------------------------
-In line with Company's projections provided to analysts last
July, revenue for the third quarter of 2002 was 169 million in
constant second-quarter euros, an increase over the 162 million
euros reported in the second quarter.

-In spite of revenue growth during 2002 in local currencies, the
effect of the devaluation of all currencies outside the euro zone
where Terra Lycos operates, yielded a negative impact of 23
million euros on consolidated third-quarter revenue.

-Third quarter consolidated revenue in current euros, taking into
consideration the monetary effect explained in the previous
point, totaled 146 million current euros.

-Earnings before interest, taxes, depreciation and amortization
(EBITDA) was -26 million euros, a margin of -18%, which is also
in line with the Company's projections.

-Net income for the first nine months of the year improved 30%
compared to the same period the previous year. Net income for the
third quarter improved 4% over the previous quarter to -99
million euros. Amortization of goodwill, totaling 62 million
euros, represented 63% of net income.

-In September 2002, Terra Lycos had a total of 2.5 million paying
customers for access, communications and portal services, an
increase of 12% over the previous quarter.

- The Company ended the quarter with 342,000 ADSL customers, 97%
more than in the third quarter of 2001. The number of unique
users totaled 118 million.

Terra Lycos (MC: TRR; NASDAQ: TRLY), the leading global Internet
network, presented its financial results for the third quarter of
fiscal year 2002.

Revenue

In the third quarter of 2002, Terra Lycos earned revenue of 169
million in constant second-quarter euros, thereby meeting the
Company's revenue projections (between 165 and 175 million in
constant second-quarter euros) announced for the quarter. Total
revenue, after consolidation of the different local currencies,
suffered a negative exchange rate effect of 23 million euros due
to appreciation of the euro since 78% of revenue originated from
currencies other than the euro. The figure for equivalent revenue
in current euros, taking into account the exchange rate effect,
was 146 million euros.

During the quarter, 60% of total revenue originated from the
media business, including advertising, integrated marketing
solutions, electronic commerce and content and portal services
subscriptions, and 40% came from the access business and
communications services.

The Company's move toward charging for services and content
through the "O.B.P." (Open, Basic, Premium) model yielded
positive results, and revenue from paying subscribers for
services other than access represented 11% of total revenue this
quarter. Communications services and portal subscriptions thus
continue to contribute to the diversification of Terra Lycos'
sources of revenue. Among other examples of O.B.P., a for-pay e-
mail service was launched in Brazil, which offers the protection
of anti-virus and anti-spam filters and already has nearly
100,000 customers. Similarly, for personal pages, functionality
was improved on products such as Domains, Tripod and Angelfire to
meet customer needs. In addition, the enterprise version of
Hosted Site Search was also launched.

During the quarter, Terra Lycos signed alliances with leading
companies in other sectors. An Internet integration agreement was
reached with Grupo IntereconomĦa, a leading radio producer of
specialized economic/financial information, and an alliance was
formed with Ebro Puleva, Spain's largest food-sector group, under
which it will join the Terra Food Channel. After the close of the
quarter, Terra Lycos and IBM announced an agreement that will
allow Terra Lycos users to enjoy IBM's instant messaging service
and communicate with Lotus Sametime users around the world.

In October, Terra Lycos acquired Get Relevant's direct marketing
technology in the United States, increasing the Company's ability
to make particular offers to a specified target audience and
consequently improve audience segmentation.

Operating Expenses

In the third quarter of 2002, Terra Lycos efficiently managed its
resources with ongoing process improvement, allowing it to
continue to gradually reduce operating costs. During the quarter,
the Company reduced expenses by 19% over the same period the
previous year, yielding a savings of 24 million euros.

Operating Margin - EBITDA

Earnings before interest, taxes, depreciation and amortization
(EBITDA) for the third quarter of 2002 improved by 23 million
euros over the same period the previous year, to -26 million
euros, the best performance to date and in line with the ongoing
positive trend in EBITDA over the previous eight quarters. EBITDA
margin was -18%, meeting the Company's projections for the
quarter (between -19% and -16%), and an improvement of 11
percentage points over the same period last year. (See Appendix
II)

Net Income

Net income for the third quarter of 2002 was -99 million euros, a
4% improvement over the previous quarter. In the first nine
months of the year, net income improved by 30% over the same
period the previous year, and now stands at -332 million euros.

Amortization of goodwill, totaling 62 million euros for the
quarter, resulting from past acquisitions and involving no cash
disbursement, represented 63% of net income.

Cash

Terra Lycos has one of the strongest cash positions in the
sector, allowing it to finance its operations and explore
business opportunities with a view to continued improvement in
profitability. Efficient cash management allowed the Company to
close the third quarter with 1.8 billion euros.

Operating Results

Terra Lycos closed September 2002 with a total of 5.3 million
subscribers, 2.5 million of which, or 48%, are paying subscribers
to access, communications and portal services. This is an
increase of 12% over the previous quarter in the number of paying
subscribers, while the number of free subscribers remains at 2.8
million. As of September 30, the number of ADSL customers was
342,000, an increase of 97% over the third quarter of 2001, and
14% over the previous quarter.

In addition to access subscribers, as of the close of third
quarter, the Company had recurring revenue from the 1.1 million
subscribers to communications and portal services, an increase of
24% over the previous quarter.

The number of unique users in September totaled 118 million. The
average number of daily page views was 390 million.

Terra Lycos Executive Chairman Joaquim Agut said that "our
primary objective remains to continue to grow profitably, and
these results reflect the fact that we are maintaining the
positive growth of recent quarters, through efficient resource
management and ongoing process improvement." Joaquim Agut said
that "without a doubt, the unfavorable advertising market
environment is continuing to affect us, although our recurring
revenue from paying subscribers continues to increase as a result
of our commitment to innovation and customer satisfaction."

About Terra Lycos

Terra Lycos is a global Internet group with a presence in 42
countries in 19 languages, reaching 118 million unique users per
month worldwide. The group, which grew out of the acquisition by
Terra Networks, S.A. of Lycos, Inc., which took place in October
2000, operates some of the most widely visited Web sites in the
United States, Europe, Asia and Latin America, and is the largest
access provider in Spain and Latin America.

The Terra Lycos network of sites includes Terra in 17 countries,
Lycos in 25 countries, Angelfire.com, Atrea.com, Azeler.es,
Bumeran.com, Direcciona.es, Educaterra.com, Emplaza.com,
Gamesville.com, HotBot.com, Ifigenia.com, Invertia.com, Lycos
Zone, Maptel.com, Matchmaker.com, Quote.com, RagingBull.com,
Rumbo.com, Tripod.com, Uno-e.com and Wired News (Wired.com),
among others.

Terra Lycos, headquartered in Barcelona and with operating
centers in Madrid and Boston, as well as elsewhere, is traded on
the Madrid stock exchange (TRR) and the Nasdaq electronic market
(TRLY).

CONTACT:  Public Relations
          Miguel Angel Garzon
         (Spain)
          Phone: 011-34-91- 452 3021
          E-mail: miguel.garzon@corp.terralycos.com
          Kirsten Rankin (U.S.)
          Phone: 781-370-2691
          E-mail: kirsten.rankin@corp.terralycos.com

          Investor Relations
          Claudia Sierra
          Phone: 011-+34-91-452-3278
          E-mail: relaciones.inversores@corp.terralycos.com



===========
S W E D E N
===========


LM ERICSSON: Standard & Poor's Lowers Long-Term Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term
corporate credit rating on telecommunications equipment
manufacturer Ericsson Telefonaktiebolaget L.M. to double-'B' from
double-'B'-plus.

Peter Kernan, head of Standard & Poor's European telecoms group,
said the action reflects "continued weak and volatile market
conditions, as reflected in the 42% sequential decline in
Ericsson's order bookings in the third quarter of 2002."

The rating agency acknowledged the Sweden-based company's
successful SKR29 billion (US$3.2 billion) rights issue, but
suggests nevertheless, that the group continue to cut costs to
reduce cash losses.

S&P warned that market conditions remain extremely challenging,
and projected Ericsson's financial 2003 sales unlikely to drop
below SKR120 billion.

The rating agency, meanwhile, affirmed its 'B' short-term
corporate credit rating on the group.

The long-term ratings were removed from CreditWatch, where they
were placed on July 22, 2002. A negative outlook is assigned to
the rating to reflect worries that if the group is unable to
sharply reduce its negative free operating cash flow, the ratings
could further go down.

Mr. Kernan highlighted that the ratings were made on the
assumption that there will be no increase in gross debt and on
the faith that the company's liquidity will remain reasonable.



=====================
S W I T Z E R L A N D
=====================


SWISS LIFE: Tenders 92.27% of Registered Shares to Holding
----------------------------------------------------------
A total of 10 839 509 Swiss Life/Rentenanstalt registered shares
were tendered to Swiss Life Holding by the end of the extension
period on 6 November 2002 for exchange. This means that Swiss
Life Holding now controls a total of 92.27 % of the Swiss
Life/Rentenanstalt share capital and votes.

Swiss Life Holding registered shares are expected to be traded on
virt-x for the first time on 19 November 2002.

By the end of the extension period on 6 November 2002 a total of
10 839 509 Swiss Life registered shares had been tendered to
Swiss Life Holding for exchange. This corresponds to 92.27 % of
the 11 747 000 Swiss Life/Rentenanstalt registered shares which
are the subject of the exchange offer. This means that Swiss Life
Holding now controls a total of 92.27 % of Swiss
Life/Rentenanstalt's share capital and votes.

Following the expiry of the extension period Swiss Life Holding
has declared the exchange offer a success with the proviso that
those conditions which had still to be met at the end of the
extension period are fulfilled on time. They will be considered
to have been met as follows:

- The extraordinary general meeting of Swiss Life/Rentenanstalt
shareholders of 23 October 2002 resolved to lift the 10%
restriction on voting rights. This condition has thereby been
met.

- The competent domestic and foreign authorities shall grant to
Swiss Life Holding and, if applicable, to Swiss
Life/Rentenanstalt, any permits and authorisations required by
Swiss Life Holding and Swiss Life/Rentenanstalt to continue their
previous activities. At the present time such permits and
authorisations have not yet been received from the competent
supervisory authorities in France, Italy and Spain due to the
time allotted for processing. This condition has thus not yet
been met.

- Swiss Life Holding has lodged an application with SWX Swiss
Exchange for the listing of its registered shares and admission
to trading thereof on virt-x. The listing decision by SWX Swiss
Exchange is expected to be received on time before the first
trading day for Swiss Life Holding registered shares. This
condition has thus not yet been met.

It is expected that the exchange of Swiss Life/Rentenanstalt
registered shares for Swiss

Life Holding registered shares will be effected with value date
19 November 2002.

Swiss Life Holding registered shares are also expected to be
listed for the first time on the SWX Swiss Exchange on 19
November 2002.


Bruno Pfister, CFO: "The success of the exchange offer is a clear
indication of the overwhelming support amongst our shareholders
for the proposed way forward for Swiss Life Holding. We are
looking forward with confidence to the capital increase which
lays the ground for an effective and timely implementation of our
strategy."

CONTACT:  Rob Hartmans
          E-mail: rob.hartmans@swisslife.ch
          Phone: +41 1 284 77 63

          Christoph Braschler
          E-mail: christoph.braschler@swisslife.ch
          Phone: +41 1 284 47 12

          General-Guisan-Quai 40
          P.O. Box
          8022 Zurich
          Home Page: http://www.swisslife.com



SWISS LIFE: Regulator Includes Financing of LTS on Probe
--------------------------------------------------------
The BPV insurance regulator widened its investigation on the
legality of Swiss Life's investment vehicle, Long Term Strategy,
to include the financing of the entity.

Switzerland's insurance regulator said it had created an
additional team of six experts to probe on the financing of Long
Term Strategy.  It also disclosed that the probe is due to come
out in about two weeks.  The results of the investigation into
Swiss Life's bookkeeping errors, meanwhile, are due for release
in about four weeks.

The timing of the release means the pricing and determination of
the firm's structure of its capital increase for up to CHF1.2
billion will be done before investors know what exactly happened
at LTS, says Reuters.

Although previous reports say the investigation on Swiss Life is
militating against the company's planned rights issue, the
supervisor said the probe uncovered nothing that could affect the
firm's ability to raise funds.


SWISS LIFE: Board of Directors Chairman To Step Down In 2003
------------------------------------------------------------
At a managers meeting, the Chairman of the Board of Directors,
Andres F. Leuenberger, and the new CEO, Rolf D"rig, informed
executive employees about recent staff changes. Andres F.
Leuenberger confirmed that the company's Board of Directors is to
be rejuvenated and reinforced at the 2003 general meeting of
shareholders and that he personally intends to step down from the
office of Chairman of the Board of Directors at that time.

The names of the candidates for the Board of Directors will be
presented to shareholders in good time for the annual general
meeting on 27 May 2003.

CONTACT:  Rob Hartmans
          E-mail: rob.hartmans@swisslife.ch
          Phone: +41 1 284 77 63

          Christoph Braschler
          E-mail: christoph.braschler@swisslife.ch
          Phone: +41 1 284 47 12

          General-Guisan-Quai 40
          P.O. Box
          8022 Zurich
          Home Page: www.swisslife.com



===========================
U N I T E D   K I N G D O M
===========================


AES DRAX: Moody's Downgrades Bond and Debt Ratings to Caa2
----------------------------------------------------------
Moody's Investors Service downgraded the ratings on the GBP200
million and US$302.4 million senior secured bonds issued by AES
Drax Holdings Ltd. from Caa1 to Caa2. It made similar action to
the GBP 905 million senior secured bank debts issued by InPower
Ltd. The ratings have a negative outlook.

The rating action follows TXU Europe's announcement of its
intention to terminate the parties' hedge agreement on Drax's
failure to post a GBP50 million letter of credit to TXU Europe.
The cash flows under this agreement provide very material support
to the project's financial structure.

While Moody's believes on the company's ability to meet in full
its senior secured debt scheduled principal and interest payments
at the end of December, the rating agency perceives negatively
the prospect of cash being made available for the next Drax
Energy interest payment in February 2003.

According to Moody's "in the absence of the hedge contract,
taking into account the current conditions in the UK electricity
market, Drax will not be able to service its senior secured debt
on an ongoing basis."

The rating action was initiated on the rating agency's view of an
extremely high probability of default and the expected losses.

The Caa2 ratings on AES Drax Holdings Ltd. and Inpower Ltd. is
based on the agency's belief that any realized value of the
assets will not fully cover all senior secured liabilities.

Moody's also downgraded to C from Ca the ratings on the GBP 135
million and USD 200 million notes issued by AES Drax Energy Ltd.
The ratings reflect the highly subordinated position of
noteholders, believed to be very unlikely to receive any amount.

Drax is a 3960MW coal-fired power station in the north of
England. It is the largest power station in the UK, with revenues
in 2001 totalling approximately GBP 586 million.


AMEY PLC: Board Postpones Payment on Interim Dividends
------------------------------------------------------
Following advice from the recently appointed acting Group Finance
Director, the Board of Amey plc has decided that, although the
Group has funds available to pay the interim dividend of 1.16
pence per share announced on 10 September 2002, this dividend
cannot be paid as a result of insufficient distributable reserves
in the parent company. The matter of dividends payable in respect
of the current financial year will be considered by the Board at
the time of publication of the full year results.

The Board has also decided to review the options for rebuilding
the value of the Group. The Board has appointed Hawkpoint
Partners Limited, alongside the Company's existing financial
advisers, Deutsche Bank, to assist in this process.

In the light of recent speculation the Board confirms that it is
in discussions with its lenders and considers that its banking
syndicate remains supportive.

CONTACT:  Anthony Cardew, CardewChancery
          Phone: 020 7930 0777


CABLE & WIRELESS: Wins Service Provider Excellence Award
--------------------------------------------------------
Company Recognized for Best Sales & Marketing Campaign

Cable & Wireless (NYSE: CWP), the global telecommunications
group, announced that it has been awarded Boardwatch Magazine's
first annual Service Provider Excellence Award in the
Sales/Marketing category. The award, which honors top service
providers for their innovations and achievements, was presented
to Cable & Wireless today at the SERVICE NETWORKS/ISPCON event
for its superior sales and marketing work in addressing new
market opportunities, leveraging existing market share in new
ways and increasing sales close rates.

Cable & Wireless was chosen from among numerous ISPs worldwide to
receive the Service Provider Excellence Award. Boardwatch
Magazine's editorial team judged the awards based on the
difficulty of the challenge the service provider faced, the
program plan strategy and implementation, and the plan's overall
success.

"We are deeply honored to win this award," said Jon Yount, senior
vice president, Service Providers Americas, Cable & Wireless.
"Boardwatch magazine's Service Provider Excellence Award is
further testament to our efforts to deliver both quality service
and flexibility to customers with our global network
infrastructure and services."

"While consumer media may paint the telecom market space as a
giant, dark economic cloud, businesses and professionals that
participate in this space know better," said David Kopf,
editorial director for Boardwatch magazine. "There are plenty of
service providers that have demonstrated they can achieve their
business goals through solid management principles and
applications of technology. Cable & Wireless is one of those
providers that is playing a vital leadership role in the
industry."

About SERVICE NETWORKS/ISPCON

SERVICE NETWORKS/ISPCON is produced by Penton Media's Service
Provider Events Group in Colorado. The event is sponsored and
supported by Penton's Boardwatch Magazine and ISPworld.com. For
more information about the SERVICE NETWORKS/ISPCON Fall 2002
event and community, please visit www.servicenetworks.com.

About Penton Media

Penton Media (NYSE: PME) is a leading, global business-to-
business media company that produces market-focused magazines,
trade shows and conferences and Web sites. Penton's integrated
media portfolio serves the following industries:
Internet/broadband; information technology; electronics; natural
products; food/retail; manufacturing; design/engineering; supply
chain; aviation; government/compliance; mechanical
systems/construction and leisure/hospitality. For more
information, visit www.penton.com.

About Cable & Wireless

Cable & Wireless is a major global telecommunications business
with revenue of over o5.9 billion (US$8.6 billion) in the year to
31 March 2002 and customers in 80 countries and consists of two
core and complementary divisions: Cable & Wireless Regional and
Cable & Wireless Global. Cable & Wireless Regional offers a full
range of telecommunications services in 33 countries around the
world. Cable & Wireless Global's focus is on IP (internet
protocol) and data services and solutions for business customers.
It has developed advanced IP networks and value-added services in
the US, Europe and the Asia-Pacific region in support of this
strategy. With its financial strength and the capability of its
global IP infrastructure, Cable & Wireless holds a unique
position in terms of global coverage and services to business
customers. For more information about Cable & Wireless, go to
www.cw.com.

CONTACTS:  Chad Couser
           Cable & Wireless
           Phone: 1 703 760 3845
           E-mail: chad.couser@cw.com

           David Coates
           Brodeur Worldwide (for Cable & Wireless)
           Phone: 1 617 587 2927
           E-mail: dcoates@brodeur.com


CORDIANT COMMUNICATIONS: Clarifies Director Shareholding
--------------------------------------------------------
Cordiant Communications Group plc (NYSE:CDA) announces a
clarification to the Schedule 11 Notification of Interests of
Directors and Connected Persons released on 5 November 2002.

The option to which the Notification relates is a discounted
option over Cordiant shares for which, pursuant to the Rules of
the Scheme, the director paid 26.1 pence per share.

CONTACT:  Cordiant
          Denise Williams
          Phone: 44 20 7262 4343

November 5, 2002 Release:

NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

Name of company: Cordiant Communications Group Plc

Name of director:  Jean Charles de Yturbe

Name of the registered holder(s): Jean Charles de Yturbe

Nature of the transaction: Exercise of Options

Number of shares / amount of stock acquired: 298,184

Percentage of issued class: 0.073%

Number of shares/amount of stock disposed: N/A

Percentage of issued class: N/A

Class of security: Ordinary shares of 50 pence each

Price per share: GBP1.05

Date of transaction: November 5, 2002

Date company informed: 5th November 2002

Total holding following this notification: 298,184

Total % holding of issued class following this notification:
0.073%

Date of grant

Name of contact and telephone number for queries:
Denise Williams
Phone: 020 7262 4343

Authorised company official making this notification:
Denise Williams, Company Secretary

Date of Notification: November 5, 2002


MARCONI PLC: Former Director Files GBP1.6 Million Claim
-------------------------------------------------------
Former Marconi finance director, John Mayo, filed a GBP1.6
million claim against the phone equipment maker regarding the
value of his company pension fund.

According to the documents filed in the High Court, Mr. Mayo made
a request in September to transfer the funds in his executive
position plan to a separate scheme.  He claims that the transfer
sum required to meet the level of benefits provided for in the
scheme amounts to GBP2.28 million.  On October 1, there were only
GBP1.31 million of assets in the scheme and Mr. Mayo wants
Marconi to fill in the GBP964,000 gap.

Mr. Mayo further points out that the transfer of his pension fund
would create a tax charge, requiring Marconi to shoulder another
GBP642,500.

A spokesman confirmed the company received a writ; he, however,
refused to say whether Marconi would contest the claim.

According to Times Online, Mr. Mayo was responsible for the ill-
timed diversion of the company's business from defense and heavy
engineering to telecoms equipment manufacturing.  Upon his
resignation, Marconi was left with GBP3 billion of debt, which
the company was unable to service due to falling customer demands
of their products.

Mr. Mayo left the company in July 2001 with GBP1 million of
severance payment. While leading the Marconi telecoms equipment
maker and its GEC predecessor, he earned a total of GBP5.5
million in remuneration.


NTL INC.: UK Managing Director and COO To Leave At Year End
-----------------------------------------------------------
NTL Incorporated (OTC BB: NTLD; NASDAQ Europe: NTLI), announced
that Stephen Carter, Managing Director and Chief Operating
Officer of NTL UK and Ireland, has decided to leave the Company
at the end of this year following NTL's expected completion of
its recapitalisation and emergence from US Chapter 11 and the
successful completion of his operational objectives.

Stephen joined NTL from his position as CEO of J Walter Thompson
UK Group. Since that time he has focused on integrating CWC
Consumer Co into the business, improving operating efficiencies
and reducing costs. During this period NTL has also become
operating cash flow positive and established a market leadership
position in broadband services.

Barclay Knapp, President and CEO of NTL said `Over the past two
years Stephen has achieved a great deal at NTL. We are now the
clear leader in broadband with 40% market share and our EBITDA
margin has increased from 11% in 2000 to 28% in our latest
quarterly results. I am sad to see Stephen go and I wish him
well. The UK management team and I are now well situated to
emerge from our recapitalisation process and re-establish
ourselves in the competitive marketplace.'

Stephen Carter said `We have achieved an enormous amount over the
last two years, delivering broadband leadership and positive
operating cash flow. With Barclay now based in the UK and
returning to full-time operations, and with NTL on track to
emerge from US Chapter 11 in November I feel the time is right to
move on.'

CONTACT:  Analysts
          NTL
          Tamar Gerber
          Phone: 1-212-906-8451
            or
          Virginia Ramsden
          Phone: 44-(0)20-7746-6826


PACE MICRO: Extends Conditional Access Options With CryptoworksT
---------------------------------------------------------------
Pace Micro Technology is adding CryptoWorksT to its range of
available conditional access (CA) technologies following the
signing of a global licence agreement with Philips. The
agreement, which applies to all Pace satellite, cable and
terrestrial products, will initially see the CryptoWorks CA
ported onto Pace's CDTV.410 and Digital TV Adapter (DTVA) product
groups.

The combination of Pace products with Philips' CryptoWorks CA
solution is a new option for payTV operators seeking to launch
new or extend existing DVB-based services. The Pace CDTV.410 and
DTVA are low-cost flexible home gateways with satellite, cable
and terrestrial models, currently in distribution throughout
Europe. Philips' CryptoWorks CA has been specifically designed
for digital payTV operators to provide a full range of content
security and functionality features.

Patrick Rabu, Vice-President Business Development for Pace EMEA
and APAC commented: "Pace has always been able to offer its
customers the widest range of CA technologies and we are
delighted that we have now been able to add CryptoWorks from
Philips. The CryptoWorks CA solution has a strong industry
reputation and has proven popular with payTV operators worldwide
seeking a secure means to protect their content and consumer
access."

Adding to this, Jos Swillens, General Manager of Philips'
CryptoTec business group, said: "We are equally pleased to be
working with Pace to provide our highly secure and flexible
digital set-top box platform for broadcasters and network
operators. Pace's choice of CryptoWorks underscores the worldwide
industry confidence in our CA system."

About the Pace CDTV.410

This CDTV.410 is fully MPEG2/DVB compliant and features single
and multiple conditional access facilities. An eight day
electronic programme guide (EPG) is also available in a choice of
European and Far Eastern languages. The range includes options
for cable, satellite and terrestrial platforms and an advanced
user friendly graphics interface.

About the Pace DTVA

The DTVA is designed to widen the reach of digital TV and covers
satellite, cable and terrestrial platforms. It can be used for
free to air or conditional access television. It comes with
multiple conditional access support and EPG. It is also fully DVB
compliant and includes multilingual support.

About Pace Micro Technology

Pace Micro Technology plc (LSE: PIC) is a leader in digital
television technology. The Company's primary focus is the
development of innovative home gateway (set-top box) solutions
for operators, broadcasters, telecommunications companies and
retail markets worldwide. In addition, Pace develops edge of
network devices for service providers, in particular digital IP
gateways for low-cost integrated voice and data services.

Pace's head office is in Shipley West Yorkshire, with further
offices in Bracknell, Cambridge, the USA, France and Hong Kong.
For further information, please visit Pace's web site at
http://www.pace.co.uk

About Philips

Royal Philips Electronics of the Netherlands is one of the
world's biggest electronics companies and Europe's largest, with
sales of EUR 32.3 billion in 2001. It is a global leader in color
television sets, lighting, electric shavers, medical diagnostic
imaging and patient monitoring, and one-chip TV products. Its
184,000 employees in more than 60 countries are active in the
areas of lighting, consumer electronics, domestic appliances,
components, semiconductors, and medical systems. Philips is
quoted on the NYSE (symbol: PHG), London, Frankfurt, Amsterdam
and other stock exchanges. News from Philips is located at
www.philips.com/newscenter


Note:
The company has been hit by the collapse of ITV digital, NTL's
bankruptcy proceedings and a new deal with BSkyB.


TELEWEST COMMUNICATIONS: Announces 3rd Quarter Results 2002
-----------------------------------------------------------
                           Nine months     Nine months
                              ended           ended
                          30 Sept 2002    30 Sept 2001  % change
                              GBPm               GBPm

Total Turnover*              1,010               973        + 4%
Operating Loss               (187)              (251)      - 25%
EBITDA
(including share of UKTV)*   281                225       + 25%
Net loss                     (397)              (597)      - 34%
Capex                         330                474       - 30%
Net Debt                    5,327              4,909        + 9%
* includes Telewest's proportionate share of UKTV

OPERATIONAL HIGHLIGHTS
- Continued broadband leadership
- 235,000 broadband subscribers as of today
- Over 80% franchise market share
- EBITDA up 25% to GBP281m year-on-year
- Capex down by 30% year-on-year
- Quarterly EBITDA exceeds capex for first time
- Financial restructuring on track

Commenting on the results, Charles Burdick, managing director of
Telewest Communications, said:

"There are three principal measures by which we judge ourselves:
broadband leadership, customer service and cost control. We
continue to move forward in all these areas.

Telewest is continuing to provide broadband leadership as
demonstrated by our strong high-speed Internet growth. With
235,000 high-speed Internet subscribers as of today, we believe
we have over 80% of the broadband market in our addressable
areas. This growth is particularly pleasing given the increasing
competition in the market place and against the backdrop of our
balance sheet restructuring, which is progressing well.

In a quarter, where we have continued to focus on cash, cost
controls and reducing headcount, we have experienced some
subscriber losses. Despite these subscriber losses and
significant redundancy costs, EBITDA continues its year-on-year
growth and capex continues to fall. With a new management team in
place, we continue our efforts to work smarter, focus on
essentials and leverage our significant network assets.

Customer service improvements continue with selected investments.
We have launched single billing and ebilling across our
franchises, customer self-diagnostic tools are in place for our
blueyonder broadband service and we have provided software
upgrades to our call centres.

Our managers and staff have had to operate in very difficult
circumstances in recent months. It is a tribute to them, and the
resilience of the business, that we have been able to produce yet
another improved set of results. All of us now look forward to a
resolution of our balance sheet problems so that we can realize,
without distraction, our belief in the potential of our business.
With our focused customer acquisition strategy and strong cost
controls, we want to be the leading cable telephony company
measured by free cash flow, customer service and broadband
deployment and applications."

To see Telewest Communication's Full Release:
http://bankrupt.com/misc/Telewest.pdf


CONTACT:  Telewest Communications plc
          Charles Burdick, Group Managing Director
          Phone: 020 7299 5000
          Jane Hardman, Director Of Corporate Communications
          Phone: 020 7299 5571
          Richard Williams, Head Of Investor Relations
          Phone: 020 7299 5479
          And at
          Brunswick
          John Sunnucks
          Phone: 020 7404 5959
          Sarah Tovey
          Phone: 020 7404 5959


TELEWEST COMMUNICATIONS: TVS Television Sells Maidstone Studios
---------------------------------------------------------------
Telewest Communications plc's wholly owned subsidiary TVS
Television Limited has agreed to dispose of the entire issued
share capital of Maidstone Studios Limited to Dovedale Associates
Limited .

Maidstone Studios has three recording studios together with post-
production facilities for use in television production.

The consideration due to Telewest for the sale of Maidstone
Studios will be GBP4.25 million, to be paid in cash. It is
Telewest's intention to use the proceeds from the disposal for
capital expenditure in relation to its business.

Maidstone Studios is a recognized studio complex that has been
serving the industry for 20 years. It offers a full range of
television production and post-production services.

Telewest Broadband, the broadband communications and media group,
currently provides multi-channel television, telephone and
internet services to more than 1.7 million UK households, and
voice and data telecommunications services to over 73,000
business customers. Its content division, Flextech, is the
biggest provider of basic channels to the UK pay-TV market and is
the BBC's partner in UKTV, which has a portfolio of pay-TV
channels, based on the corporation's programming, including UK
Gold.

Dovedale Associates is a company formed by a group of local
businessmen specifically to acquire Maidstone Studios as a
facility house in order to expand their existing media interests.

CONTACT:  Telewest
          Mary O'Reilly
          Phone: 020 7299 5888
          Brunswick: Sarah Tovey
          Phone: 020 7404 5959

          Maidstone Studios
          Geoff Miles
          Phone: 01622 691111


THE BIG FOOD: Announces Results for Weeks to September 13
---------------------------------------------------------
Commenting on the statement Chief Executive Bill Grimsey said:

"I am very pleased with the performance at Booker where we have
grown sales and made good progress with strategic initiatives.
Meanwhile Iceland is now trading profitably, and having brought
gross margin under control, the emphasis is on building sales
through the important Christmas trading period and rolling out
our proven new format stores."


Introduction

During the first half of the current year much progress has been
made in the implementation of our strategic initiatives including
the important new format trials at Iceland. The excellent
performance of these stores demonstrates that we can deliver a
step change in performance with this initiative. There was also a
solid performance at Booker which continues to improve upon its
strong position in the UK wholesale market.

However, this progress was masked by the trading problems at
Iceland caused by a change in promotional strategy.  This was
swiftly recognized and corrective action taken with the result
that this business unit is now trading profitably.

The re-financing, which was completed in June, gives the Company
a much stronger financial platform from which to carry out its
investment plans.

Summary

Total net sales were GBP2,378.1 million (2001: GBP2,446.2
million), the reduction due principally to Iceland's trading
performance.

Operating profit before goodwill amortization and exceptional
items was GBP18.2 million (2001: GBP33.4 million), the shortfall
arising from the volume and gross margin impacts at Iceland
caused by the change in promotional strategy.

Profit before goodwill amortization, exceptional items and tax
was GBP6.6 million (2001: GBP16.7 million) with a reduction in
interest expense (before exceptional costs) of o5.1 million
including the effect of the sale and leaseback.

Earnings per share were 1.5p (2001: 0.2p) and adjusted earnings
per share were 1.6p (2001 : 4.6p)

An interim dividend of 1.0p per share is proposed (2001: 1.0p per
share)


Performance Review

Sales

Booker.  The overall growth in Booker's like for like sales of
0.8% was a satisfactory performance.  The growth in the more
profitable non-tobacco sales of 2.3% was particularly pleasing.
This was driven by increased promotional activity, in line with
our strategy to deliver better value for our customers, and the
growth in alcohol, soft drinks and snacks. The decline in tobacco
sales had little effect on profitability however it is an
important driver of footfall so is relevant to the performance of
Booker's position as the market leader in the UK wholesale
market.

Woodward Foodservice.  The 10.8% like for like sales growth at
Woodward continued the strong upward trend.  Key drivers were the
growth experienced in the independent catering market in England
and Wales and the development of national accounts.

Iceland Foods.  A too aggressive move towards a value driven
proposition caused a decline in like for like sales of 6.7% for
the first half.  A return to the more traditional promotional
package was increasingly implemented from July.  By contrast, in
the new format stores, where there have also been changes in
range, store environment and services, customers like the value
based proposition. Therefore it remains part of the roll-out
strategy for the new formats.

The Home Shopping pick centre at Sunbury has been established and
we are evaluating both the commercial progress and the cost
effectiveness of this trial.

Operating Profit

Operating profit before goodwill amortization and exceptional
items was as follows:

                                          2002 2001
                                               GBPm    GBPm
Booker                                         26.1    26.1
Woodward                                       (1.0)   (0.7)
Iceland                                    6.9      8.0
                                              ------   ------
                                               182     33.4
At Booker the underlying growth in operating profit of 10%
demonstrates its strength as the market leader in the Cash and
Carry business.  This profit growth includes the benefit of
higher non-tobacco sales with the associated increase in gross
margins, together with an improvement in stock shrinkage.
However, additional costs of approximately o2.6 million were
incurred on flood damage at the Blackburn branch and additional
rents arising from the sale and leaseback in June.

Losses at Woodward were at similar levels to the previous year in
line with our strategic plan which is designed to take advantage
of the growth in the foodservice sector.  The benefit of the
gross margin, arising from the increase in sales, was matched by
the additional revenue costs being invested by the business unit
as part of that plan.

At Iceland, the operating loss of GBP6.9 million was in line with
the expectation outlined in the trading statement of 25 July. The
sales decline, noted above, was the result of a too aggressive
move towards a value proposition. This required an investment in
margin to generate sales and the targets for both of these
elements were not met. The margin cost experienced in the first
half was approximately GBP4.5 million.  The overall impact of the
reduction in sales volumes was, however, mitigated by the
business unit's ability to manage variable distribution and
branch costs in line with the lower level of activity.
Subsequently gross margins have been restored by the return to
the traditional promotion strategy and Iceland is now trading
profitably. The task now is to improve trading performance
running up to Christmas. Other impacts of GBP1.0 million on
operating profit at Iceland included the additional rents from
the sale and leaseback.

Strategic Initiatives

In contrast to the short-term profitability, the Group has made
important advances in the development of its longer term outlook.

At Booker, the strategic aim to grow its delivered wholesale
business has been strengthened. First, by the start up of the
Delivery Hub at Wolverhampton, a specialized delivery site
providing an enhanced service and better use of our assets.
Secondly the Drop Shipment programme, which involves direct
delivery to customers of products like bread and milk that are
needed daily. Both initiatives are supported by the associated e-
ordering system. Meanwhile our Premier fascia customers have
increased from 705 to 818.

The Woodward Foodservice business, currently focused on frozen
food, aims to enhance its capability to compete for national
accounts by enlarging its product offering.  In September, a new
distribution centre for ambient groceries was opened in Rhyl to
service customers in Wales and the North West of England.

At Iceland, where much of the Group's investments are planned,
developments included re-fits in the new format concepts and the
opening of a new store.  We have identified four formats: a
freezer centre, with a minimal grocery and chilled offer; a core
store, with a product mix close to that of the current standard
Iceland format; a core+ store offering additional ranges,
particularly in chilled and fresh foods, together with improved
services; a C-store with a reduced frozen food offer, providing a
full convenience store range. The first four new format stores,
covering each of the concepts traded with an average uplift in
like for like sales of 15.1% over the period with particularly
strong results being achieved from the core and core+ formats.
The trial of these formats will be extended to a further 32
stores by the end of this financial year in order to establish
these propositions prior to the rollout to 100 further stores in
2003/2004. In the first half one new store opened at Leicester
and a further 10 are planned to open by the end of the financial
year.

Interest

Net interest payable was GBP11.8 million before exceptional costs
(2001 : GBP16.7 million), reflecting the lower borrowings during
the period including the impact of the re-financing completed in
June.

Exceptional Costs

Operating exceptional costs were GBP 3.9 million with an
additional GBP5.2 million charged to interest.

The principal components of operating exceptional costs were:


                                     o m
Closure of Sovereign                      1.3
Integration projects                      1.7
Investment write down                     0.3
Other                                     0.6
                                        ------
                                          3.9

Sovereign was a single branch confectionery wholesale business
within Booker with an operating loss of approximately o0.3
million per annum.

Integration projects include financial administration and in
particular the creation of a Group transaction processing centre
at Deeside based on SAP technology.

The GBP5.2 million charged to interest related to the closure of
various interest rate swap contracts as noted in the 2002 annual
report and accounts.

Exceptional profits of GBP17.6 million arose from the disposal of
fixed assets, principally the 31 properties that were the subject
of a sale and leaseback transaction as part of the re-financing
programme.


Cash Flow

Average daily net debt, comprising actual borrowings, and
estimated cash and finance leases was as follows:
                                      GBP m
30 March to 17 June                    377
18 June to 13 September                239


On 18 June the Company received GBP123.5 million (net of
expenses) in respect of the sale and leaseback of 31 properties.

The Company generated cash of GBP123.5 million during the period,
the components of which were:

                                              GBP m
Operating profit before goodwill                    18.2
amortization and exceptional costs                  34.9
Depreciation and amortization                      ______
                                                    53.1
Interest, tax and dividends                        (15.6)
                                                   ______
                                                    37.5
Working capital                                     (0.5)
Capital expenditure                                (27.7)
Fixed asset disposals                              126.5
Provisions                                          (2.3)
Exceptional costs                                   (7.7)
Purchase of investments                             (2.3)
                                                   ______

Net cash flow                                      123.5
Net debt at 30 March 2002                         (404.2)
                                                   ______
Net debt at 13 September 2002                     (280.7)
                                                   ______


Excluding the impact of exceptional items and the disposal of
fixed assets, the Company generated GBP4.7 million of cash, in
line with its own expectations.

Working capital continued to be managed effectively within the
overall reduction in trading activity. Both stocks and creditors
increased as a result of tactical purchases.

Capital expenditure at GBP27.7 million was lower than
depreciation for the period.  However, significant investments
are planned for the second half particularly in respect of re-
fits and new stores at Iceland.

Dividend

The Board have considered profitability and cash flow earned to
date as well as the Company's expectations for the remainder of
the year. These indicate an improving trend, based on seasonality
and the recovery of the Iceland gross margins.

Accordingly, an interim dividend of 1.0p per share is proposed.
The dividend is payable on 10 January 2003 to shareholders on the
register at 6 December 2002.

Re-financing

The Company completed its re-financing on 18 June providing
longer term borrowing facilities. The elements were a sale and
leaseback of 31 properties raising GBP123.5 million (net of
expenses), a subordinated 10 year High Yield bond for o150
million and a bank facility for GBP300 million expiring 30 March
2007.  This re-financing programme puts in place the necessary
funding to enable the Company to execute its investment plans.

The average net debt reported above indicates strong liquidity
and the Company expects to meet its financial compliance
obligations.

The Company may from time to time choose to repurchase
outstanding bonds, in open market purchases or privately
negotiated transactions. Such purchases will depend on prevailing
market conditions and will not exceed 10% of the bonds in issue.

Pension Scheme

On 1 August the Company completed its new pension arrangements
for employees under which accrual of benefits under the final
salary scheme ceased and with over 95% of members entering a new
defined contribution scheme.  Also from 1 August the Company is
paying contributions of approximately GBP7 million per annum in
respect of the actuarial deficit until the next triennial
valuation in 2004.

Management and Employees

The Company will shortly be launching a further issue under its
existing SAYE scheme in respect of approximately twelve million
shares, subject to employee take-up, to all qualifying employees
with service of at least one year.  This reflects the Company's
aim of increasing employee share ownership still further to
enable our colleagues to participate in the longer term growth
prospects.

During the period we have made several key appointments that will
further strengthen our management team.

Ted Smith, has joined as Stores Director, Iceland.  He was
previously Operations Director with WH Smith and held senior
retail positions at Boots.

Nick Canning is to join as Marketing Director, Iceland. Nick was
formerly Marketing Director with News International responsible
for The Sun and The News of the World.  Prior to that he was
Marketing Director for KP Foods, following a successful early
career in marketing.

Peter Fuller has joined Woodward Foodservices as Operations
Director and previously held senior positions in logistics at B&Q
and Asda.

Outlook

The successful completion of the re-financing has enabled the
Group to embark on implementation of the strategic plan. Teams
across the Group are engaged on initiatives designed to restore
shareholder value. The main issue facing the Group today is the
like for like sales performance of Iceland. Therefore the focus
is on the Christmas trading period to restore sales whilst
margins are maintained.

To see The Big Food Group's Full Release:
http://bankrupt.com/misc/BigFood.doc




S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter -- Europe is a daily newsletter co-
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USA, and Beard Group, Inc., Washington, DC USA. Kimberly MacAdam,
Larri-Nil Veloso and Ma. Cristina Canson, Editors.

Copyright 2002.  All rights reserved.  ISSN 1529-2754.

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