/raid1/www/Hosts/bankrupt/TCREUR_Public/030416.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

                 Wednesday, April 16, 2003, Vol. 4, No. 75


                              Headlines

C Z E C H   R E P U B L I C

UNION BANKA: Competing Plans Put Remains in Uncertainty
UNION BANKA: Denies Transferring Claims on Debtors to Market


F I N L A N D

BENEFON OYJ: Clarifies Significant Points of Counter-Offer


F R A N C E

VIVENDI UNIVERSAL: In Talks Over Sale of Music Unit Say Reports


G E R M A N Y

BAYER AG: Denied Receiving Lawsuit from Apartheid Victims
BERTELSMANN AG: Bidders for Publishing Unit Named by Sources
COMMERZBANK AG: Results are Promising at Start of the Year
FRESENIUS MEDICAL: Reaches Settlement Regarding Litigation
GRUNDIG AG: Files Debtor in Possession Motion in Local Court


I T A L Y

FIAT SPA: Chairman Hopes to Return to Profitability Next Year
TELECOM ITALIA: Shareholders Approve Financial Statements


N E T H E R L A N D S

KONINKLIJKE AHOLD: Berman Sets Date for Filing Lead-Plaintiff
KONINKLIJKE AHOLD: Unilever Rejects Plan to Delay Payments
O2 NETHERLANDS: MmO2 To Sell Dutch Business for EUR25 Million


P O L A N D

BRE BANK: Supervisory Board Decides Not to Pay Dividend
KREDYT BANK: Concludes Sale of Shares of Agropolisa to TuiR
KREDYT BANK: Announces Schedule of Ordinary General Assembly
NETIA HOLDINGS: Board Determines Strike Price for Warrants


S W E D E N

TELIASONERA AB: Faces EUR1.1 Billion Fine for Claimed Damages


S W I T Z E R L A N D

ABB LTD: To Elect New Board, Amend Articles of Incorporation
SWISS INTERNATIONAL: Denies Having Negotiations with Lufthansa
SWISS INTERNATIONAL: Appoints New Head of Internal Auditing
ZURICH FINANCIAL: Amex Frontrunner in Bid for Investment Firm


U N I T E D   K I N G D O M

AMP LIMITED: AMP Banking Announces Latest Steps in Restructuring
BRITISH AIRWAYS: Rules Out Plan to Unload Stake in Qantas
CORUS GROUP: Unions Clarify Issue Regarding Chairman's Salary
IMPERIAL CHEMICAL: Could Axe Thousands of Jobs in Ailing Unit
IMPERIAL CHEMICAL: Brodsky & Smith Launches Class Action Lawsuit

MARCONI PLC: FSA Announces Breach of Listing Rules by Marconi
P&O PRINCESS: Carnival Approves Proposed DLC Transaction
THISTLE HOTELS: Details of Cash Offer By HSBC on Behalf of BIL
THISTLE HOTELS: Issues Detailed Response to BIL's Cash Offer

     -  -  -  -  -  -  -  -

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


UNION BANKA: Competing Plans Put Remains in Uncertainty
-------------------------------------------------------
Board members and owners of the Ostrava-based Union Banka are
pushing competing plans for the bank's assets, all the while
putting the future of UB's remains in an uncertain situation.

Representatives of UB's Italian owner investment group Invesmart
successfully reversed an earlier court decision permitting
managers to declare bankruptcy at Ceska revitaliczani--a company
set up to hold UB's assets.

The judge presiding over the case said he canceled the March 31
bankruptcy decision because lawyers had submitted forged
documents to the court, and the declaration was highly irregular.

According to Justice Minister Pavel Rychetsky, Judge Jiri Berka's
action in the original bankruptcy decision is irregular since he
had somehow prioritized the case over 150 other bankruptcy
petitions.

Speculations circling the press indicate that UB managers moved
the assets in an effort to escape regulatory oversight of the
Czech National Bank.

Ceska revitalizacni is not registered in the nation's commercial
registry, reports say.

Invesmart chairman and chief executive Paolo Catalfamo was quoted
to have said in a statement: "The attempt to strip Union banka of
its assets through a bankruptcy declared on a nonexistent company
failed.  Evident fraud based on bogus documents was discovered,
and now the guilty parties have to be brought to justice."

However, Invesmart would not comment on who they think is
responsible for the original bankruptcy proceedings.

The Italian majority owner, meanwhile, has reached a provisional
agreement with investment bank Goldman Sachs to invest in
restructuring UB.  The proposal is considered a better option for
creditors and clients than UB's plan to take the bank into
bankruptcy.

Union banka closed down on February 21 due to insufficient
liquidity.  Its trouble stemmed from an unmanageable expansion
when it took over struggling financial houses in mid-1990.  A
restructuring plan was submitted on March 3, but was later
rejected by the Finance Ministry.

CONTACT:  UNION BANKA
          ul. 30 dubna c. 35
          70200 Ostrava
          Phone: 596108111
          Fax: 596120134
          Home Page: http://www.union.cz
          E-mail: union@union.cz


UNION BANKA: Denies Transferring Claims on Debtors to Market
------------------------------------------------------------
Beleaguered Ostrava-based Union Bank denied having transferred
claims on debtors after these appeared in the market being
offered to creditors for offsetting.

The bank's bankruptcy administrator, Daniel Thonat, also denied
any such transfer.

Offsetting claims against debts means the clients would be able
to deduct their deposits at UB from the debt and pay only the
difference.

Union Banka is currently considering when to file for court
settlement.

The regional court in Ostrava has given the bank until April 15
to take a stance on the 19 petitions for its bankruptcy.

UB spokesman Josef Rericha said the board of directors is
expected to discuss the auditor's report, which is likely to
state that the bank is by all means candidate for bankruptcy.

He added that there are two ways out of the current situation,
either bankruptcy or court settlement, although the bank is
intensively working on a proposal for court settlement.

Clients would get a larger portion, specifically 30%, of their
claims on the bank in settlement than in bankruptcy, which offers
only 15%.  This also applies to all clients, including those who
can register the part of their deposits exceeding the insured
amount above the limit of EUR25,000.

A discussion on the possible settlement and the current situation
at the bank between UB and representatives of Czech National Bank
is imminent this week.



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


BENEFON OYJ: Clarifies Significant Points of Counter-Offer
----------------------------------------------------------
Related with the bulletin of April 11, 2003, Benefon Oyj
announces that it has not by 11 hrs today received payment by Dr.
Philippe Frangie for his share subscription. The company is
clarifying the situation regarding the subscription of Dr.
Frangie and will report about the developments.

Also related with the bulletin of April 11, 2003, Benefon had not
by 11 hrs today received NRJI's response to the made counter-
offer. As the main points of this counter-offer have in part been
referred-to inaccurately in a way which may give inadequate view
of the counter-offer, the company considers it appropriate to
clarify the main points of the counter-offer. The main points of
the counter-offer made in last Friday April 11, 2003, to NRJI are
as follows:

- As the funding effect of the NRJI's offer was postponed to May
while NRJI has announced that they already have the needed funds
at their disposal, the company has presented in the counter-offer
of last Friday that NRJI would execute the key part of their
offer, meaning the subscription of shares and convertible bonds,
by making immediately a late subscription of the about 10.38
Meuro package of shares, convertible bonds and options approved
by the shareholders' meeting of March 28, 2003, which late
subscription the Board would be ready to accept.

- The board presented the shareholders' new rights issue in the
NRJI's offer would in practice be a public share issue which the
company considers to be too late to contribute to the current
funding of the company, but which public issue the new Board
naturally is entitled to pursue later as feasible.

- The other terms of NRJI's new offer are not problematic to the
company providing that they are realized within the applicable
laws, rules, commitments and liabilities pertinent to the
company.

The company continues the clarification of the situation also
regarding NRJI's offer and attempts to find a good solution
possible to both parties. Related with this and also with the
recent media publicity about the company, the company has had to
request NRJI to strictly adher to their confidentiality
obligations, deviation from which has recently been particularly
problematic to the company.

In addition to the above, the company is also studying other
possible solutions.

For the time being, the company will continue frequent reporting
about the development of the funding program and the situation.



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


VIVENDI UNIVERSAL: In Talks Over Sale of Music Unit Says Reports
----------------------------------------------------------------
French media conglomerate Vivendi Universal and Apple Computer
are in talks regarding a buyout of the former's Universal Music
Group, according to reports.

Steve Jobs, Apple's entrepreneurial chairman and chief executive,
allegedly held preliminary talks with Universal Music, the
world's largest music company.

The negotiations, which are said to have started earlier this
year, have entered a crucial phase of make or break, but no clear
resolution, the source said.

"The discussions are quite substantive and have included
exchanges on price, but at this point it is far from sure that
the talks will lead to a deal," the source said adding that,
"Apple is expected to take a decision before the end of April."

Both companies, however, would not comment on the report.

LA Times said the technology group may offer between US$5 billion
to US$6 billion before Vivendi Universal's board meeting on April
29.

Apple is understood to have hired investment bank Morgan Stanley
to conduct due diligence for the possible transaction.



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


BAYER AG: Denied Receiving Lawsuit from Apartheid Victims
---------------------------------------------------------
Bayer AG spokesman Hans Hochberg denied receiving a reported
lawsuit claiming compensation for victims of apartheid regime in
South Africa, according to AFX.

Bayer is one of the companies mentioned in the Financial Times as
facing lawsuits over alleged complicity with the former white
minority regime.  The other companies are El Dupont de Nemours &
Co., and Eli Lilly and Co.

The firms are linked with the crime by supplying defoliants such
as Agent Orange, used in the 1980s in the war against Namibia,
Angola and Mozambique as well as against the underground army of
the now-ruling African National Congress, according to the
report.

Mr. Hochberg said the company knew of the case through the press
but it still has not received a lawsuit.

"Bayer has neither had contact with the alleged plaintiffs nor
with the South African authorities," he said.

He also said Bayer did not produce Agent Orange.

Bayer AG is also facing lawsuits related to its controversial
cholesterol-lowering drug Baycol.

Analysts estimate that the German drug and chemicals group will
have to pay between US$5 billion and US$10 billion for damages
related to the case.

CONTACT:  BAYER AG
          Werk Leverkusen
          51368 Leverkusen, Germany
          Phone: +49-214-30-58992
          Fax: +49-214-307-1985
          Homepage: http://www.bayer-ag.de


BERTELSMANN AG: Bidders for Publishing Unit Named by Sources
------------------------------------------------------------
Germany's Bertelsmann AG has recently narrowed the number of
bidders for its BertelsmannSpringer unit to three from seven.
Spokesman Oliver Fahlbusch announced the news but declined to
name the bidders.

People familiar with the sale conclude that the war is now
between Apax Partners & co., Blackstone Group LP and Candover
Investments Plc.

Apax is understood to have teamed up with UK publisher Taylor &
Francis Group Plc, while Candover formed an alliance with Cinven
Ltd.

Candover and Cinven last year bought Kluwer Academic, a publisher
of scientific journals, and are planning to merge it with the
Bertelsmann science-publishing unit.

Bidders for BertelsmannSpringer have previously included Soros
Private Equity Partners and BC Partners Ltd.

Analyst Tom Deitz of Merril Lynch & Co. in London said the unit,
which Bertelsmann wants to sell to reduce its EUR3 billion debt,
is a reasonably priced asset available in the media industry.
The German company values the science publishing company at USD1
billion.

The German company incurred liabilities after spending USD2.74
billion to buy Zomba Music Group, the home of artists such as
Britney Spears and N'Sync, and after an expansion into Internet
businesses failed to pay off.

The company, which generates about half of its sales in Germany,
distributes more than 700 magazines through its 70 publishers.
Its earnings before interest, taxes and amortization rose 20% to
EUR71 million last year from 2001.  However, sales fell 2.3% to
EUR731 million as advertising spending declined.


COMMERZBANK AG: Results are Promising at Start of the Year
----------------------------------------------------------
Commerzbank AG claims to have marked its return to profit this
year with auspicious results for the first two months of 2003.

Chief Executive Officer Klaus-Peter Mueller told Bloomberg
Televison:``I don't have the numbers for March yet, but I can say
that our start in the new year wasn't bad.''

``The first two months were clearly profitable,'' he said.

Commerzbank's treasury and investment banking divisions
particularly "showed clear improvements" in the first two months
of the year, according to Mr. Mueller.

Commerzbank last year posted a EUR298 million (US$320 million)
loss as a result of rising risk provisions and falling stock
markets.  Shares in the bank lost 62% of its value over the past
twelve months.

But after the general downturn in the sector, analysts are now
giving positive signals about results of European banks.

Merrill Lynch analyst Stuart Graham said the public is in a
positive "surprise" about earnings at European banks in the first
quarter.

Factors influencing promising results include fixed income sales
and trading and the absence of ``large corporate blow-ups,'' the
analyst said.

Mr. Mueller himself is predicting lower than expected provisions
to cover loans.  Commerzbank set aside EUR1.3 billion for bad
loans in 2002.

``We have good perspectives to set risk provisions a tad lower
than in 2002, assuming the economy stabilizes,'' he said.

Mr. Mueller is also hopeful that the end of the war in Iraq
``will lead to financial markets becoming more stable and less
volatile.''


FRESENIUS MEDICAL: Reaches Settlement Regarding Litigation
----------------------------------------------------------
Fresenius Medical Care AG, the world's largest provider of
Dialysis Products and Services, announced that Fresenius Medical
Care North America has reached a settlement of litigation with a
group of commercial health insurers led by Connecticut General
Life Insurance Company. The settled litigation involved
allegations of excess medical services claims and counterclaims
of alleged delayed payments. No admission of liability has been
or will be made by any party. The terms of the settlement are
confidential.

Ben Lipps, Chief Executive Officer of Fresenius Medical Care
North America, commented, "We are pleased to announce that
another legal issue dating back to our 1996 merger has been
resolved and, with this settlement, we can confirm that we remain
confident in the adequacy of the provision established in 2001
for merger-related matters. We look forward to continuing our
important business relationships with these payers. The company
remains dedicated to our mission of providing outstanding medical
care to our thousands of patients."

Fresenius Medical Care AG is the world's largest, integrated
provider of products and services for individuals undergoing
dialysis because of chronic kidney failure, a condition that
affects more than 1,200,000 individuals worldwide. Through its
network of approximately 1,480 dialysis clinics in North America,
Europe, Latin America and Asia-Pacific, Fresenius Medical Care
provides Dialysis Treatment to approximately 112,200 patients
around the globe. Fresenius Medical Care is also the world's
leading provider of Dialysis Products such as hemodialysis
machines, dialyzers and related disposable products.


GRUNDIG AG: Files Debtor in Possession Motion in Local Court
------------------------------------------------------------
In the morning of April 14, 2003 the board of directors of
Grundig AG filed a motion to become a debtor in possession at the
Local Court in Nuremberg. Dr. Siegfried Beck, Nuremberg, has been
chosen by the court to be the temporary insolvency administrator.
He will oversee the further operations with the board of
directors.

The board of directors informed the employees during a works
meeting about the next steps. The operational business of the
company will continue non-restrictively. The banks have agreed to
finance the continuation of the business.

Within the scope of the insolvency the board is continuing
efforts to find a solution for the traditional company, one which
secures as many jobs as possible, including the continuation of
intensive negotiations with possible investors. Names of possible
investors are confidential.

CONTACT:  GRUNDIG AG
          Beuthener Strabe 43
          D-90471 Nurnberg

          Public Relations
          Holm Kilbert
          Phone: ++49 911/7 03-86 29
          Fax: ++49 911/7 03-85 00
          E-mail: holm.kilbert@grundig.com
          Home Page: http://www.grundig.com



=========
I T A L Y
=========


FIAT SPA: Chairman Hopes to Return to Profitability Next Year
-------------------------------------------------------------
Umberto Agnelli, controlling shareholder and chairman of Fiat
SpA, the Italian industrial group, hopes to return to profit next
year even with a tough 2003.

"This year, 2003, will be a tough year of transition. To reach,
in 2004, a hoped-for turnaround in the trend," he said in a
conference.

Fiat reported a consolidated net loss of EUR4.2 billion for 2002
as a result of operating losses at its core auto-making unit and
to write-downs on some of its equity investments.

It was forced to borrow money from Italian banks to keep up with
its chronic cash burn.  It eventually had to unload a large part
of non-core assets to pay the loan.

Mr. Agnelli assured that Fiat is making rapid progress with its
asset disposal program.  The group is currently working on the
sale of its aerospace unit, Fiat Avio to U.S. private equity fund
Carlyle Group for EUR1.6 billion.  This was after it said it is
selling its profitable insurance unit, Toro Assicurazioni, to
Italy's unlisted De Agostini publishing company for EUR2.4
billion; and Fidis, its consumer finance arm, to its chief
creditor banks.

Analysts expect Fiat to report a net profit in 2003 with proceeds
from the assets sales, but Fiat Auto, its loss-making unit, is
expected to incur between EUR600 million and EUR800 million in
operating losses.

Mr. Agnelli also hinted he wants the company to regain its role
at the head of Italy's business lobby Confindustria, according to
Dow Jones.


TELECOM ITALIA: Shareholders Approve Financial Statements
---------------------------------------------------------
-- The distribution of the second tranche of dividends to
shareholders approved on the basis of EUR 0.0477 for each
ordinary share and EUR0.0597 for each savings saved

-- With this second tranche, the overall distribution of
dividends for the 2002 fiscal year comes into line with the
dividend disbursement/pay-out decided for the preceding fiscal
year

-- Giuseppe Lucchini and Lorenzo Caprio appointed as Company
Directors

Under the chairmanship of Carlo Buora, the Shareholders' Meeting
of TIM (Telecom Italia Group) met today, in Turin, in ordinary
session.

The ordinary General Meeting approved the financial statements of
TIM S.p.A. for the 2002 fiscal year, as illustrated by the CEO
Marco De Benedetti. Overall revenues of EUR 9,022 million were
posted for the period in question (EUR 8,915 million net of the
effects deriving from the incorporation of Blu S.p.A,
representing a 6.7% increase over the preceding fiscal year)
along with a gross operating profit of EUR 4,404 million (EUR
4,529 million net of Blu, representing a 7.2% increase), an
operating income of EUR 3,153 million (net of Blu this value was
EUR 3,323 million corresponding to a 2.8% increase), a net income
of EUR 264 million that reflects non-recurring charges, net of
tax effects, negative for EUR 1.733 million. Such charges and
effects essentially refer to the value adjustments of its
subsidiary TIM International N.V. (following the write-downs
undertaken by some international stake holdings) and the tax
benefits deriving from the incorporation of Blu.

The 2002 consolidated financial statements of the TIM Group
posted revenues of EUR 10,867 million (+6.0%), a gross operating
profit of EUR 5,039 million (+5.9%) and an operating income
amounting to EUR 3,358 million (+7.1%).

The Shareholders' Meeting approved the following allocation of
the net income for the 2002 fiscal year and the disbursement of
part of the "share-premium reserve", as proposed by the Board of
Directors, entailing the distribution of an overall dividend of
EUR 411,443,577.06 to Shareholders, at a rate of EUR 0.0477 for
each ordinary share (net of its own shares in portfolio at the
date of coupon detachment) and EUR 0.0597 for each savings share,
including withholding taxes, where applicable.
This unit sum will enable:
- for a unitary amount of EUR 0.0305 for each ordinary share and
EUR 0.0425 for each savings share, the allocation of a full tax
credit that can be used without any limits, amounting to 56.25%
in conformity to article 14 of the Decree of the President of the
Republic, 22 December 1986, n. 917 and successive amendments;
- and for remaining amount of EUR 0.0172 for each ordinary and
savings share no attribution of tax credit, insofar as the
payment refers to an amount taken from the "share-premium
reserve" and constituted from preceding payments by shareholders
(article 44, subsection of the foregoing D.P.R.).

The dividend will be paid as from April 25, 2003 with coupon
detachment to take place on April 22, 2003.

The dividend distribution as such represents, in financial terms,
the second tranche of a disbursement to Shareholders, the first
having been decided by the General Meeting of December 11, 2002,
and thus constitutes an overall dividend distribution that is in
line with the disbursement decided by the General Meeting of
April 12, 2002 with respect to the previous year.

The Shareholders' Meeting subsequently decided to fix the number
of directors making up the Board of Directors at fifteen and
appointed Giuseppe Lucchini and Lorenzo Caprio, as company
directors. Mr Caprio's personal and professional skills are
appropriate for him to operate as independent director.

The newly appointed directors shall remain in office until the
approval of the financial statements for the year ending December
31, 2003, when the terms of office lapse of the entire Board of
Directors.

Turin, April 14, 2003



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


KONINKLIJKE AHOLD: Berman Sets Date for Filing Lead-Plaintiff
-------------------------------------------------------------
Investors wanting to become lead plaintiff in the stock fraud
lawsuit pending against Koninklijke Ahold N.V. (Royal Ahold) have
until April 28 to file papers with the court, Berman DeValerio
Pease Tabacco Burt & Pucillo said today.

The lawsuit was filed March 3 in the U.S. District Court for the
Southern District of New York. Plaintiffs seek damages for
violations of federal securities laws on behalf of all investors
who bought Ahold securities from March 6, 2001 through and
including February 21, 2003 (the Class Period).

Berman DeValerio has represented investors in class actions for
over 20 years. To review the complaint and learn more about
becoming a lead plaintiff, please visit the firm's website at
http://www.bermanesq.com

The lawsuit claims that Ahold and its officers issued false and
misleading financial statements that misrepresented the Company's
true revenue and earnings, causing its securities to trade at
artificially inflated prices.

Ahold stunned investors on February 24, 2003 when it announced
that: (i) the Company's U.S. Foodservice subsidiary had
materially overstated its income by close to $500 million by
improperly including higher promotional allowances, provided by
suppliers to promote their products, than the Company actually
received in payment;

(ii) the Company's Disco subsidiary had engaged in certain
transactions that were possibly illegal and were improperly
accounted for; and

(iii) the Company's historical financial statements would be
restated to proportionally consolidate, under Dutch GAAP and U.S.
GAAP, several of the Company's joint ventures.

Moreover, the Company also revealed that its CEO and CFO had
resigned and that the Company's independent auditors had
suspended their fiscal year 2002 audit pending completion of the
investigations into the foregoing accounting irregularities.

As a result of this news, the price of Ahold ADRs fell $6.53 per
share, or more than 61%, to close at $4.16, on heaving volume. On
February 26, 2003, it was announced that the U.S. Securities and
Exchange Commission and the U.S. Attorney's Office were
investigating Ahold.

If you purchased Ahold securities during the period March 6, 2001
through and including February 21, 2003, you may wish to contact
the following attorney at Berman DeValerio Pease Tabacco Burt &
Pucillo to discuss your rights and interests.

Julie A. Richmond, Esq.
One Liberty Square
Boston, MA 02109
(800) 516-9926 or (617) 542-8300
law@bermanesq.com

If you wish to apply to be lead plaintiff in this action, a
motion must be filed on your behalf with the court no later than
April 28, 2003. You may contact the attorneys at Berman DeValerio
to discuss your rights regarding the appointment of lead
plaintiff and your interest in the class action. You may also
retain counsel of your choice. To be a member of the class,
however, you need not take any action at this time.

Berman DeValerio Pease Tabacco Burt & Pucillo prosecutes class
actions nationwide on behalf of institutions and individuals,
chiefly victims of securities fraud, antitrust law violations,
and consumer fraud. The firm consists of 33 attorneys in Boston,
San Francisco, and West Palm Beach, Florida.

CONTACT:  BERMAN DEVALERIO PEASE TABACCO BURT & PUCILLO
          Julie A. Richmond, Esq.
          Phone: (800) 516-9926 or (617) 542-8300.


KONINKLIJKE AHOLD: Unilever Rejects Plan to Delay Payments
----------------------------------------------------------
Ahold's attempt to lower supplier costs by delaying payments
received a blow after Unilever rejected a proposal from its
Albert Heijn supermarket chain to extend the deadline on
payments.

Unilever, through a spokesman, claimed it was not informed of the
proposed changes in the new payment policy, according to AFX.

An Ahold spokesman, meanwhile, insisted Uniliver was informed of
the matter "a few weeks earlier."  Albert Heijn said it informed
Unilever through a letter.

Although the consumer products maker will not be filing a legal
action on the delay of payment, it is nonetheless considering
cutting off the delivery of products as an options, the source
said.

Ahold ran into financial trouble in February when it revealed in
that profits were been inflated by at least US$500 million at its
U.S. Foodservice unit over the last two years due to improper
booking of supplier rebates.

Analyst Oscar Poos at Oyens & van Eeghen earlier said Albert
Heijn will contribute around 13% of Ahold's operating profits in
2003.


O2 NETHERLANDS: MmO2 To Sell Dutch Business for EUR25 Million
-------------------------------------------------------------
mmO2 plc (or the Group) on Monday announced that it has agreed
the sale of its wholly owned Dutch subsidiary, O2 (Netherlands)
BV, to Greenfield Capital Partners, an independent private equity
and corporate finance group with existing interests in the fixed
telecoms sector, for EUR25 million in cash. This will take the
form of the sale of all shares in O2 Netherlands. The transaction
is subject to final competition clearance in the Netherlands and
is expected to close by the end of May 2003.

In the year to 31 March 2002, O2 Netherlands had a turnover of
GBP200 million, with an EBITDA loss of GBP51 million and an
operating loss before goodwill and exceptional items of GBP119
million. mmO2 expects the sale to result in a provision for loss
on disposal in the order of GBP1.4 billion which will be treated
as an exceptional item in the year ended March 31, 2003. The sale
proceeds will be used to fund the operations of the ongoing core
businesses of the Group.

At the time of its interim results last November, mmO2 indicated
that a number of options for the future of O2 Netherlands were
being considered. Today's announcement follows a comprehensive
review of the highly competitive, five-player, Dutch market. The
review highlighted that, whilst O2 Netherlands is expected to
deliver positive EBITDA in the second half of the year ended 31
March 2003 and to be close to EBITDA break-even for the full
year, it lacks the critical mass to fit the Group's value
creation strategy in the longer term.

Peter Erskine, chief executive officer of mmO2, said: "We believe
that this deal is in the best interests of mmO2 shareholders and
also represents a good opportunity for the Dutch business, its
employees, customers and suppliers going forward. The Greenfield
offer enabled us to sell at a realistic valuation given market
conditions in the Netherlands. We remain focussed on our strategy
of delivering organic growth and continuing to improve the
operational performance - and, therefore, the value - of the
Group's businesses in core markets."

Stef van Doesburg, partner of Greenfield Capital Partners,
stated: "Today's agreement opens up an exciting new future for O2
Netherlands, its customers and employees. The business is
complementary to our existing telecoms portfolio which includes
Enertel NV, the number two dial-up telecoms operator in the Dutch
market. This acquisition supports our overall strategy of
investing in companies that offer a competitive range of fixed
and mobile services."

Going forward, the disposal will result in a slight improvement
in mmO2's EBITDA margin. There will be a minimal effect on the
Group's revenue and absolute EBITDA.

O2 Netherlands
O2 Netherlands (previously known as Telfort Mobiel) became a
wholly owned business of the Group in November 2001 following the
formation of mmO2 plc as a full independent FTSE 100 company
after its demerger from BT.

The Dutch business was founded in September 1996 as a joint
venture between BT and Nederlandse Spoorwegen N.V., the Dutch
railway company, with BT holding a 50 per cent stake. Initially,
the business provided fixed line services only, but in February
1998, it was awarded a mobile licence in the Netherlands and in
October 1998 it launched its GSM mobile network operations. In
July 2000, BT completed the acquisition of the remaining 50 per
cent in the Telfort Group for GBP1,207 million. Also in July
2000, the Telfort Group was awarded one of the five 3G (UMTS)
licences for the Netherlands at a cost of GBP266 million and
launched GPRS (2.5G) services to the business sector in March
2001. As a result of the formation of mmO2, the fixed line
business of the Telfort group were separated from its mobile
business.

O2 Netherlands currently has some 750 employees and had
approximately 1.25 million (937,000 pre-pay and 309,000 post-pay)
customers as at 31 December 2002. Turnover of O2 Netherlands for
the year to 31 March 2002 was GBP200 million with an EBITDA loss
of GBP51 million and an operating loss before goodwill and
exceptional items of GBP119 million. Revenues for the six months
to 31 September 2002 were GBP127 million, with an EBITDA loss of
GBP9 million and an operating loss before goodwill and
exceptional items of GBP49 million. Capital expenditure for the
year to 31 March 2002 was GBP250 million and for the six months
to 31 September 2002 was GBP31 million. Net assets of O2
Netherlands at 31 March 2002 amounted to GBP1.3 billion.

Greenfield Capital Partners
Greenfield Capital Partners, based in Naarden, the Netherlands,
is an independent private equity and corporate finance group
offering financial services through its two business units,
Greenfield Private Equity and Greenfield Corporate Finance.

Greenfield Private Equity has managed investment funds since the
mid 1990s and currently has more than 10 funds under management.
Targetting a number of sectors including technology, media and
telecoms (TMT), sports and leisure, it invests in companies or
funds located in Benelux, Western Europe and the United States.
In August 2002 Greenfield's TMT fund, NEThave N.V., acquired
Enertel, the Dutch business of Energis.

Greenfield Corporate Finance provides a full range of corporate
finance advisory services, including mergers and acquisitions,
divestments and fund raisings. Clients comprise small and mid-
sized companies in most sectors.

CONTACT:  mmo2
          Richard Poston, Director, Corporate Communications
          E-mail: richard.poston@o2.com
          Phone: +44 (0)1753 628039

         David Boyd
         Head of Investor Relations
         david.boyd@o2.com
         Phone: +44 (0)1753 628230



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


BRE BANK: Supervisory Board Decides Not to Pay Dividend
-------------------------------------------------------
The Board of Management of BRE Bank SA informs that on April 9,
2003 BRE Bank's Supervisory Board approved the Board of
Management's resolution to offer for consideration at the General
Meeting, a BRE Bank SA-related resolution regarding its
recommendation not to pay a shareholder dividend for 2002 and the
resolution concerning its loss coverage.

BRE Bank SA revealed the Management Board's Resolution in its
current report dated February 28, 2003.

                     *****

In the first half of 2002, the bank registered net losses as a
result of declining revenues, significant write-downs of equity
stakes, increased provisions against irregular loans and losses
reported by subsidiaries.


KREDYT BANK: Concludes Sale of Shares of Agropolisa to TuiR
-----------------------------------------------------------
Kredyt Bank S.A. announces that on March 31, 2003 the "Agreement
on the sale of shares of TUwRiGZ Agropolisa" (the Company) with
its seats in Warszawa was concluded between KBC Insurance NV with
its seat in Leuven (Belgium) and Kredyt Bank S.A. with its seat
in Warszawa (thereinafter jointly referred to as the Seller) and
TUiR "Warta" S.A. with its seat in Warszawa (the Purchaser).
Pursuant to the agreement TUiR "Warta" S.A. will purchase from
the Sellers a stake of company's shares accounting for 98.7% of
the share capital and giving a right to 97.9% of votes at the
General Assembly of the company's Shareholders. The sales of the
company's shares will be effected until March 31, 2004, provided
that the conditions precedent, determined in the agreement, are
fulfilled, including the required consents and permits to be
obtained by TUiR "Warta" S.A.

The subject of sale on the part of Kredyt Bank S.A.: 212,525
registered shares held by Kredyt Bank S.A. accounting for 47.9%
of the share capital of TuwRiGZ AGROPOLISA and giving a right to
47.5% of votes at the General Assembly.


KREDYT BANK: Announces Schedule of Ordinary General Assembly
------------------------------------------------------------
The Management Board of Kredyt Bank S.A. made publicly known the
Announcement on convening the Ordinary General Assembly of
Shareholders of Kredyt Bank S.A. to be held on May 14, 2003.

Announcement On Convening The Ordinary General Assembly Of
Shareholders Of Kredyt Bank S.A.

Pursuant to Article 402 in connection with Articles 395 &1 and
399 of the Companies Code as well as & 11 section 2 of the by-
laws of Kredyt Bank S.A. the Bank's Management Board convenes the
Bank's Ordinary General Assembly to take place on May 14, 2003 at
11.00 at the Bank in Warsaw, 7/9 Gieldowa Street.

The agenda of the assembly is as follows:

(1) Opening of the Assembly and election of Chairman of the
Ordinary General Assembly.

(2) Confirmation that the Ordinary General Assembly was convened
in accordance with the regulations in force and is capable to
pass resolutions.

(3) Approval of the agenda.

(4) Election of Mandatory, Polling and Resolutions Commission.

(5) The examination of the 2002 financial statements, comprising:
balance sheet, profit-and-loss account, cash flow statement,
specification of changes in the equity, additional information
and examination of a report on the activity of Kredyt Bank S.A.
in 2002 prepared by the Bank's Management Board as well as the
proposal regarding the manner of loss coverage submitted by the
Management Board.

(6) The examination of the Supervisory Board report from auditing
2002 financial statements, comprising: balance sheet, profit-and-
loss account, cash flow statement, specification of changes in
the equity, additional information as regards the conformity of
this report with the Bank's books, documents and the true state
as well as examination of the report of the Management Board from
the activity of Kredyt Bank S.A. in 2002 and the proposals of the
Management Board regarding the manner of loss covering.

(7) Passing resolutions on:
a) approval of 2002 financial report, comprising: balance sheet,
profit-and-loss account, cash flow statement, specification of
changes in the equity, additional information, Management Board
report from the activity of Kredyt Bank S.A. in 2002 as well as
report on appraisal of these reports submitted by the Supervisory
Board,
b) 2002 loss coverage,
c) confirmation that the members of the Bank's governing bodies
fulfilled their duties.
(8) Closing of the Ordinary General Assembly.
The Shareholders may participate in the General Assembly and
exercise their voting rights in person or may be represented by
their proxies. Representatives of legal persons should present
current extracts from the respective registers in which persons
authorized to represent these legal persons are named. Joint
shareholders are obliged to name their proxies authorized to
participate in the General Assembly. The proxy to participate in
the Assembly should be granted in written, otherwise is null and
void.

A right to participate in the General Assembly is determined
pursuant to art. 406 &1 of the Companies Code as well as articles
10 and 11.2 of the Law on public trading in securities, which
means that:

- shareholders holding registered shares and provisional
certificates as well as pledgees and users of shares authorized
to vote if at least a week prior to General Assembly their names
are recorded in Stock Book,

- shareholders holding bearer shares provided that at least a
week prior to General Assembly they will deliver to the Bank
registered deposit certificates issued by an entity running their
securities accounts evidencing their entitlement to exercise the
rights attributed to such a number of shares as indicated in the
said deposit certificates. The entity running the securities
account states in the deposit certificate that for the period
from the issuance of deposit certificate until a completion of
General Assembly an entity running the securities account blocked
the shares specified in the certificate.

Deposit certificates are to be delivered to the Bank in Warsaw,
in Own Issues Office , Gieldowa Street 7/9, until May 6, 2003
(inclusive) from 8.00 to 16.00 hours.

Pursuant to art. 407.1 of the Commercial Code a list of
shareholders entitled to participate in Ordinary General Assembly
will be displayed for inspection at the Bank in Warsaw at
Gieldowa street 7/9 from May 8, 2003.

The shareholders may look through the list of shareholders and
demand the copies of the list, refunding the cost of its
preparation.

The Management Board


NETIA HOLDINGS: Board Determines Strike Price for Warrants
----------------------------------------------------------
Netia Holdings S.A., Poland's largest alternative provider of
fixed-line telecommunications services, announced that its
Supervisory Board approved on April 12, 2003 the strike price for
warrants to be issued in connection with Netia's financial
restructuring at PLN 2.53. The strike price was determined in
accordance with the provisions of the Restructuring Agreement,
dated March 5, 2002. The warrants will be issued pursuant to the
prospectus, dated April 17, 2002, prepared under Polish law and
made available in Poland on December 2, 2002.

The warrants will be issued to holders of record of Netia's
shares as of December 22, 2002. Pursuant to a resolution of the
General Meeting of Shareholders held on April 4, 2002, the
warrant strike price is the issue price for series J shares.



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


TELIASONERA AB: Faces EUR1.1 Billion Fine for Claimed Damages
-------------------------------------------------------------
TeliaSonera AB's dispute over fixed line network development with
the Latvian state could cost the group EUR1.1 billion, says
newspaper Dagens Nyheter.

Latvia is suing Tilts Communications, then wholly owned Sonera,
for allegedly failing to digitalize the fixed line network at the
rate it promised during a 1994 agreement with Latvia's
Lattelekom.

The deal previously gave Sonera exclusive rights to use the
Latvian network for 20 years.  But Latvia had to abandon its
telephony monopoly when it applied for European Union membership,
forcing it to end the contract.

Tilts sued the Latvian state for SEK1.4 billion, but the latter
sued for a EUR1.1-billion counter claim.

Although the parties clarified their demands last May, and are
now in negotiations, Latvia is still set to add billions of
kronor to the claim if an agreement cannot be reached.

"SEK10 (EUR1.1 billion) is completely unreasonable," said Kenneth
Karlberg, who is responsible for the Baltic operations of the
company created from the merger of Telia and Sonera.

"This is something that Sonera dragged into the merger and has
been going on for years. It is a lot of money and an important
question for us, but nothing we have tried to hide," he added.

The possible claim for damages is in addition to some SEK830
million arising from disputes in Sweden, Norway and the US,
according to the report.

CONTACT:  TELIASONERA
          Anni Vepsalainen, President
          Phone: +358 2040 58810



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


ABB LTD: To Elect New Board, Amend Articles of Incorporation
------------------------------------------------------------
-- Seeks AGM approval to change articles for authorized and
contingent capital

ABB said it has nominated two new board members for election at
its annual general meeting (AGM) on May 16, 2003, and will seek
shareholder approval to amend its articles of incorporation to
allow the reinstatement of authorized share capital and an
extension in its contingent share capital in order to secure
greater financial flexibility.

The two proposed new board members are Louis R. Hughes, 54, a
U.S. citizen, who is a retired executive vice president of
General Motors Corporation, and Michael Treschow, 59, chairman of
Ericsson, a Swedish citizen.

The current board members - Roger Agnelli, Jrgen Dormann, Hans
Ulrich Marki, Michel de Rosen, Bernd W. Voss and Jacob Wallenberg
- stand for re-election.

The board intends to re-elect Dormann as its chairman, and to
appoint Wallenberg as its lead director. The lead director has a
coordinating board role in companies, like ABB, where the
chairman of the board is also the chief executive.

The AGM will be asked for approval to amend the articles of
incorporation to allow the creation of CHF 250 million in
authorized share capital by issuing up to 100 million shares. The
capital would replace CHF 100 million of authorized share capital
that expired in June 2001.

ABB said a portion of the proposed authorized share capital would
be used to fulfill its obligation to transfer some 30 million ABB
shares to the Asbestos Personal Injury Trust, under the pre-
packaged plan of reorganization of its U.S. subsidiary,
Combustion Engineering. The remaining shares may be issued as
deemed appropriate by the board of directors.

In addition, the board will propose at the AGM to change the
article of incorporation to allow an increase in ABB's contingent
share capital from CHF 200 million to CHF 750 million - enabling
the issue of 300 million ABB shares - and to extend the potential
use of the contingent share capital for new financial
instruments, if needed. ABB's board of directors said it believes
this is a prudent measure to ensure flexibility in obtaining
funding beyond current sources.

The company said that it may use up to 80 million shares for ABB
employee share ownership plans and up to ten million shares for
warrant rights granted to ABB shareholders. Up to 210 million
shares may be used in conversion rights or warrants related bonds
or other financial instruments, should that be necessary, ABB
said.

Details of the proposals are included in the invitation to the
AGM that will be sent to shareholders tomorrow.

ABB (http://www.abb.com)is a leader in power and automation
technologies that enable utility and industry customers to
improve performance while lowering environmental impact. The ABB
Group of companies operates in around 100 countries and employs
about 139,000 people.


SWISS INTERNATIONAL: Denies Having Negotiations with Lufthansa
--------------------------------------------------------------
German carrier Deutsche Lufthansa and Swiss International Air
Lines rebuffed rumors it's in talks regarding a takeover of the
latter's business.

``It's pure speculation,'' Christine Ritz, a spokeswoman for
Lufthansa, told Bloomberg News referring to a report of Swiss
weekly SonntagsZeitung.

"There are no such talks", a spokesman for Swiss said.

The Zurich weekly in its report said Swiss Air Lines Chairman
Pieter Bouw first approached the company regarding the offer in
March.  The plan reportedly includes further restructuring if
Lufthansa agreed to the acquisition.

The offer was also allegedly presented to British Airways, which
promptly rejected it.

Swiss, which was created from the defunct Swissair and regional
carrier Crossair, posted a net loss of CHF1 billion last year.
It cancelled last month a US$660 million aircraft orders and
warned it won't break even this year.

The government became the company's largest shareholder after it
agreed to bail out former flagship carrier Swissair Group in
2000.


SWISS INTERNATIONAL: Appoints New Head of Internal Auditing
-----------------------------------------------------------
The SWISS Board of Directors has appointed Rolf-Christian
Andersen as its Vice President Internal Auditing. Andersen
assumed his duties on April 1.

In this function, Rolf-Christian Andersen is responsible for
Internal Auditing and for improving the financial risk
management.   With its examinations of internal processes,
control systems within quality assurance and risk management
systems, Internal Auditing will make a substantial contribution
to assessing the company's risk management, to assessing the
effectiveness, efficiency as well as the risks associated with
operating workflows. and procedures. Internal Auditing will cover
these activities mainly in the financial sector, whereas the
associated functions in flight operations will be handled by
those responsible for Safety, Security and quality control.

The function of Head of Internal Auditing is in keeping with the
lines of modern Corporate Governance and is directly subordinate
to the Chairman of the Executive Board.

Andersen, aged 46 has been a member of the Executive Staff as
Head of Audit Zurich Switzerland at Zurich Financial Services for
the last ten years.  A Norwegian national, he grew up in
Switzerland and lives in Canton Zurich with his Swiss wife and
four children. He is a graduate (lic.rer.pol) in business
administration from the University of Fribourg.

CONTACT:  SWISS
          Corporate Communications
          P.O. Box, CH-4002 Basel
          Phone: +41 848 773 773
          Fax: +41 61 582 35 54
          E-mail: communications@swiss.com
          Home Page: http://www.swiss.com


ZURICH FINANCIAL: Amex Frontrunner in Bid for Investment Firm
-------------------------------------------------------------
American Express Co. is leading the bid to acquire Zurich
Financial Services' investment firm, Threadneedle Asset
Management, according to The Sunday Telegraph.

Amex, which is popular for its credit card and travel business,
is gaining the lead against a narrow pool of bidders, which
includes Schroders, the family-controlled fund manager.

It is believed to have gained its advantage from the idea that a
deal with Amex would leave Threadneedle largely intact.
Threadneedle staff also seemed to favor the transaction.

Schroders' image as a consolidator, on the other hand, is thought
to have made its offer less attractive.  It is seen as likely to
merge investment firm with its existing fund management business.

Offers for the business from fund managers are between GBP300
million and GBP350 million, according to bankers.  This is
substantially lower than Zurich's asking price of GBP500 million.

Threadneedle has GBP43 billion in funds under management and runs
a spread of retail and institutional funds. It also manages life
insurance funds for Zurich, which owns the Allied Dunbar and
Eagle Star brands in the UK.

Zurich's financial adviser, investment bank UBS Warburg, is
managing the sale.

CONTACT:  Zurich Financial Services
          Media and Public Relations
          8022 Zurich, Switzerland
          Phone: +41 (0)1 625 21 00
          Fax: +41 (0)1 625 26 41
          Home Page: http://www.zurich.com



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


AMP LIMITED: AMP Banking Announces Latest Steps in Restructuring
----------------------------------------------------------------
AMP has entered into agreements to sell AUD2.8 billion in New
Zealand residential mortgages and Australian and New Zealand
property finance loan assets, in line with the restructuring
strategy announced AMP Banking on November 14, 2002.

HSBC will acquire AMP Banking's AUD1.6 billion (NZD1.7 billion)
residential mortgage portfolio in New Zealand and, subject to
customer consent, accept AMP Banking's AUD355 million (NZD390
million) New Zealand retail deposit portfolio.  In addition AMP
Banking will enter into management and funding arrangements with
HSBC over a further AUD135 million (NZ149 million) of mortgages
with mixed residential and commercial characteristics, where the
credit risk is retained by AMP.

GE Commercial Finance will acquire AUD1.25 billion (NZD1.38
billion) in property finance loan assets from AMP Bank and AMP
Finance in Australia and New Zealand.

These divestments are the latest steps to significantly
restructure the operations of AMP Banking, which is now focusing
on providing retail deposits and mortgage products in Australia.
This will allow the Bank to leverage its strong brand name and
strengths in distribution and packaging to grow a profitable,
high-return banking operation.

In New Zealand, AMP's customers and advisers will continue to
have access to banking products through distribution agreements
with HSBC and GE Commercial Finance.  In Australia, AMP's
customers and planners will continue to have access to AMP
Banking's suite of retail products and will have access to
selected GE Commercial Finance products through a distribution
agreement.

AMP Chief Executive Officer Andrew Mohl said: "These transactions
are the latest step in our restructuring program and are good
news for our shareholders, customers and planners.

"For shareholders, they are part of the disciplined execution of
our strategy to restructure our banking operations and free up
significant capital.

"The new distribution arrangements also mean that our planners
and customers still have access to quality products."

Subject to regulatory approval and contractual obligations, the
transfers are expected to complete by the end of the second
quarter of 2003.  Final purchase prices will be dependent on a
number of factors, including account balances at the date of
completion.

These transfers follow the sale of the Australian and New Zealand
credit card portfolio to American Express, announced on December
23, 2002, and the proposed transfer of AMP's UK banking portfolio
to Newcastle building Society announced on March 28, 2003.

The combined proceeds from today's transactions are broadly in
line with book value.  When combined with the previously
announced transfers, AMP will have achieved a divestment of the
majority of its non-core banking activities at a small premium to
book value.

Discussions continue in relation to the proposed divestment of
approximately AUD490 million (NZD540 million) in rural property
and other finance loans retained by AMP Bank and AMP Finance.

AMP is also reviewing the potential outsourcing of various
functions within its core Australian retail banking business.
Decisions on AMP Banking's future outsourcing needs are expected
in the fourth quarter of this year.

AMP has been advised on the transactions announced by Caliburn
Partnership.

CONTACT:  AMP LIMITED
          Level 24, 33 Alfred Street
          Sydney NSW 2000 Australia
          ABN 49 079 354 519
          Contact: Mark O'Brien, Investor Relations
          Phone: 9257 7053


BRITISH AIRWAYS: Rules Out Plan to Unload Stake in Qantas
---------------------------------------------------------
British Airways cleared speculations that the struggling company
will sell its GBP300 million stake in Australian airline Qantas
by reaffirming its intention to hold on to the stake.

A company spokesman said: "We have no plans to sell the stake".

Chief executive Rod Eddington is understood to have considered
the holding a core asset and is resolute on holding on to the
interest, according to The Telegraph.

Rumors of the possible sell-off started when BA refused to
participate in an AU$800 million (GBP230 million) rights issue by
Qantas last year, which saw BA's holding fall from 21.3% to 17 %.

These were heightened recently with the sliding of BA's share
price and Qantas' misfortune of having its alliance with Air New
Zealand knocked back by competition authorities in Australia.

Singapore had been mentioned as a potential buyer of the stake.

According to Mr. Eddington, BA has been hit by the worst
conditions in "decades", with war, terrorist threats and the SARS
virus frightening passengers.

Reports also say BA's profits are expected to be drastically
lower this year and its bonds are rated as "junk" or below
investment grade.


CORUS GROUP: Unions Clarify Issue Regarding Chairman's Salary
-------------------------------------------------------------
Unions at Anglo-Dutch company Corus demands to know the plans of
chairman and acting chief executive Sir Brian Moffat regarding
his salary in the wake of a Europe-wide campaign to ouster him,
The Guardian reports.

Michael Leahy, leader of the main UK steel union, the ISTC, said:
"Given that he has overseen an obscene change to the bonus scheme
for the company's directors at the same time as UK employees
endured a pay freeze, I have written to him and asked him to
clarify whether he intends to set an example and fulfil his
temporary role on his current salary or continue the tradition of
filling his pockets while he can."

Corus management was known to have announced a new, less exacting
and potentially more rewarding bonus scheme for executives just
days after warning of further plant closures and job-cuts.

The employees are urging Mr. Moffat to clear the issue since,
according to Mr. Leahy, the last time Sir Brian fulfilled both
roles he got a 130% pay rise and drew a sizeable pension.

The scheme gave him an income of almost GBP900,000 for his two
functions from December 2000 to August 2001.  He was paid a total
of GBP580,542 in 2001 and, as non-executive chairman for the
whole of 2002, GBP269,278 last year, according to the latest
annual report of the group.

They also wanted him to "appoint a new chairman and immediately
leave the company," according to Mr. Leahy.

Workers blamed Mr. Moffat's strategy for the collapse of the
company's shares.


IMPERIAL CHEMICAL: Could Axe Thousands of Jobs in Ailing Unit
-------------------------------------------------------------
At least 2,000 jobs are in danger in the troubled Quest
fragrances division of U.K. specialty chemicals and paints group
Imperial Chemical Industries PLC.

According to unnamed sources of Financial Mail, ICI is preparing
to axe such number of employees in Britain and the Netherlands
and could announce the move next month.

Newly appointed chief executive John McAdam, who previously
worked in Unilever, is known for taking tough decisions,
according to the report.

He already indicated to "instill Unilever-type management
discipline, including more central control."  The statement was
taken to mean he is bound to run existing businesses rather then
sell them.

Mr. McAdam replaced Brendan O'Neill who departed just weeks after
the company issued a profit warning.

ICI bought Quest, maker of food ingredients and flavors, together
with National Starch, in line with O'Neill's plans to diversify
into higher margin sectors of the chemical industry.

Speculations were aroused as to why ICI management waited so long
to reveal the extent of the problems and whether the warning from
Quest and National Starch was due to cyclical factors or was
actually self-inflicted.


IMPERIAL CHEMICAL: Brodsky & Smith Launches Class Action Lawsuit
----------------------------------------------------------------
Law offices of Brodsky & Smith, LLC announces that a securities
class action lawsuit has been filed on behalf of shareholders who
purchased the common stock and other securities of Imperial
Chemical Industries PLC between August 1, 2002 and March 24,
2003, inclusive (the Class Period).

The case is pending in the United States District Court for the
Southern District of New York against the company and certain of
its officers and directors. The complaint alleges that between
August 1, 2002 and March 24, 2003, ICI issued a series of
materially false and misleading statements to the market
regarding its business and financial condition. The complaint
further alleges that defendants issued a number of press releases
in which they stated that they had resolved ICI's distribution
and software problems it had experienced at its Quest division's
Fragrance & Food businesses, that ICI was on track to report
strong financial results, that ICI had cleared its backlog of
customer orders and that ICI had not lost any customers as a
result of its production problems. The Complaint alleges that
these statements were materially false and misleading because
they failed to disclose and/or misrepresented certain adverse
facts.

On March 25, 2003, before the open of trading, ICI shocked
investors when it issued a profit warning that its first quarter
profit would drop approximately 24%. Following this announcement,
shares of ICI fell from a close of $9.60 per share on March 24,
2003 to a close of $5.60 per share on March 25, 2003.

No class has yet been certified in the above action. Until a
class is certified, you are not represented by counsel unless you
retain one. If you purchased the stock listed above during the
Class Period, you have certain rights. To be a member of the
class you need not take any action at this time, and you may
retain counsel of your choice.

If you were a purchaser of this stock between August 1, 2002 and
March 24, 2003 and want to discuss your legal rights, you may e-
mail or call the law office of Brodsky & Smith, LLC who will,
without obligation or cost to you, attempt to answer your
questions. You may contact Marc L. Ackerman, Esquire or Evan J.
Smith, Esquire at Brodsky & Smith, LLC, Two Bala Plaza, Suite
602, Bala Cynwyd, PA 19004, by e-mail at clients@brodsky-
smith.com or by calling toll free 877-LEGAL-90.

CONTACT:  BRODSKY & SMITH, LLC
          (877) LEGAL-90


MARCONI PLC: FSA Announces Breach of Listing Rules by Marconi
-------------------------------------------------------------
The FSA on Friday released a public statement concerning a
contravention of the Listing Rules by Marconi Plc in July 2001.

The FSA has found that Marconi did not release price sensitive
information regarding a change in its expectation as to its
performance to the market, without delay, as required by the
Listing Rules.

Carol Sergeant, Managing Director of the FSA, said:

"In this case a major listed company failed to provide important
information to investors on a timely basis. We require companies
to keep the market informed of price sensitive information
without delay so that investors can be sure they are making
financial decisions based on the most up to date information.

"This is a fundamental protection for investors and is vital for
the smooth operation of efficient, orderly and competitive
markets."

The FSA has concluded that Marconi breached paragraph 9.2(c) of
the Listing Rules when it failed to notify the Company
Announcements Office "without delay" of a change in its expected
performance for the half year ending September 2001 and full year
ending March 2002.

Marconi changed its expectation as to its performance in the
afternoon of 2 July 2001 but did not make an announcement until
after the market had closed on 4 July 2001, after its stock had
been suspended for a full day. On 5 July 2001, there was a twenty
five-fold increase in the volume of securities and a 54% fall in
the share price.

The FSA is of the view that from the afternoon of 2 July 2001
Marconi could have taken steps which would have enabled it to
release the announcement by, at the latest, the evening of 3 July
2001.


P&O PRINCESS: Carnival Approves Proposed DLC Transaction
--------------------------------------------------------
Carnival Corporation and P&O Princess Cruises plc announce that
Carnival's shareholders have approved the proposed DLC
transaction between the two companies. The vote was held at a
special meeting of Carnival shareholders in New York City.

P&O Princess shareholders are scheduled to vote on the proposed
DLC transaction at an Extraordinary General Meeting in London on
April 16, 2003. Assuming the DLC transaction is approved by P&O
Princess shareholders, P&O Princess will begin trading under the
Carnival plc name on the London Stock Exchange, and its ADSs will
begin trading on the New York Stock Exchange, on April 22, 2003.

'We are very pleased that Carnival Corporation shareholders have
approved the proposed DLC transaction,' said Micky Arison,
Chairman and CEO of Carnival. '

The Carnival/P&O Princess combination will create one of the
world's largest leisure travel companies, while providing
enhanced value to the shareholders of both organizations and
tremendous opportunities for employees of the cruise brands
within the combined group. We trust that P&O Princess
shareholders share our enthusiasm regarding the future prospects
of the proposed combination and look forward to receiving their
approval of the DLC transaction on April 16.'

Terms used in this announcement have the same meaning as in the
announcement dated January 8, 2003.

The directors of Carnival accept responsibility for the
information contained in this announcement. To the best of the
knowledge and belief of the directors of Carnival (who have taken
all reasonable care to ensure such is the case), the information
contained herein for which they accept responsibility is in
accordance with the facts and does not omit anything likely to
affect the import of such information.

Merrill Lynch International and UBS Ltd., a subsidiary of UBS AG,
are acting as joint financial advisors and joint corporate
brokers exclusively to Carnival and no one else in connection
with the Carnival DLC transaction and the Partial Share Offer and
will not be responsible to anyone other than Carnival for
providing the protections afforded to clients respectively of
Merrill Lynch International and UBS Ltd. as the case may be or
for providing advice in relation to the Carnival DLC transaction
and the Partial Share Offer.

Citigroup Global Markets Limited ('Citigroup') and Credit Suisse
First Boston (Europe) Limited are acting for P&O Princess and no
one else in connection with the matters referred to herein and
will not be responsible to any other person for providing the
protections afforded to clients of Citigroup or Credit Suisse
First Boston (Europe) Limited or for providing advice in relation
to the matters referred to herein.

CONTACT:  CARNIVAL CORPORATION
          Phone: +44 20 7831 3113

          FINANCIAL DYNAMICS
          Nic Bennett

          P&O PRINCESS CRUISES
          Phone: +44 20 7404 5959

          BRUNSWICK
          Sophie Fitton
          Sarah Tovey


THISTLE HOTELS: Details of Cash Offer By HSBC on Behalf of BIL
--------------------------------------------------------------
Full And Fair Value

-- Certain cash value of 115 pence per share.

-- 29 % premium to Thistle's share price on 29 January 2003.

-- Thistle pre-Offer share price already contained a large
element of bid premium, having traded at an average premium of 21
% to the FTSE All Share Leisure and Hotels Index, despite
releasing several negative trading statements over the period.

-- Premium to the value of Thistle implied by comparable
companies and recent transactions.

-- Fairness of value supported by target share prices of rated
analysts and supported by their commentary.

Basis Of Valuation

  --  NAV basis of valuation is appropriate to property
investment companies not trading hotel companies, which should be
valued on an earnings basis. The two types of company
fundamentally differ in terms of revenue, cost and capital
expenditure flows.

  --  Thistle suggests that the value achieved in the sale of
hotel assets to Orb proves that Thistle's remaining hotel assets
are worth their stated value. The sale to Orb was only possible
due to Thistle granting Orb a 10-year performance guarantee.

  --  Thistle's analysis of net assets ignores the significant
and real liabilities of Thistle, which would be triggered in the
event of asset sales.

PREMIUM TO IMPLIED VALUE OF THISTLE'S NON-CASH ASSETS

  --  On the basis that BIL is buying Thistle's cash balances at
100 % of their value, the Offer Price represents a premium of
approximately 175 % to the value implied by Thistle's non-cash
assets by applying the average 2002 peer group EBITDA multiple to
Thistle's pro-forma EBITDA.

  --  On the same basis, if a return of 50 pence per share were
made, the Offer price represents a premium of approximately 61.5
% over the implied value of Thistle's residual assets.

Uncertain Outlook For Thistle

  --  Following the Gulf War in 1991 and the last major downturn,
it took Thistle six years to exceed pre-Gulf war operating profit
levels. As with the last downturn, the UK hotel sector's problems
are unlikely to be short term.

  --  BIL believes that both geopolitical risk and global
economic uncertainty are greater now than in the early 1990s and
that any potential recovery could take even longer.

Worsening Competitive Environment For Thistle

  --  The number of available hotel rooms in London has increased
by approximately 13.7 % between 1998 and 2002.

  --  Over the same period the number of visitor nights spent in
London is estimated to have fallen by approximately 1.9 %.

  --  A further 4,866 hotel rooms are currently under
construction in London (an additional increase of approximately
7.4 % over 2002 levels).

  --  BIL believes that the increased competition will continue
to have an adverse impact on room rates, occupancy levels and
REVPAR, further hampering any potential recovery for Thistle.

Historic Underperformance By Thistle

  --  Between 1996 and 2002 the number of Thistle owned, operated
or managed hotels has fallen by approximately 44 %, whilst
central costs have increased by approximately 72 %.

  --  In 1998 Thistle's return on shareholders' funds was 5.9 %
Since that time Thistle's returns have fallen steadily. Between
1998 and 2002, despite investing 231.8 million in capital
expenditure programmes, Thistle's return on shareholders' funds
has fallen by 58.5 % to a mere 2.4 percent in 2002.

  --  BIL does not believe that Thistle is currently positioned
to derive the full benefit from any upturn.

Certain Cash From BIL Against Thistle's Uncertain Future

  --  The Offer affords Thistle Shareholders a certain cash exit
at a full and fair value in an uncertain market.

  --  BIL will not dispose of its 45.8 % holding in Thistle for a
period of at least 12 months, even in the event that a competing
offer is made.

  --  Trading in Thistle Shares has historically been illiquid
with, on average only approximately 3.2 % of Thistle's issued
share capital changing hands in any given month.

  --  BIL would expect, in the event that the Offer did not
complete, that the Thistle share price would fall back to, at
best, pre-Offer levels. Taking into account the inflation of the
Thistle pre-Offer share price through bid speculation, BIL
believes that there is every chance that the Thistle share price
could fall even further.

To See Details of Cash Offer:
http://bankrupt.com/misc/Cash_Offer_by_HSBC.htm

CONTACT:  BIL INTERNATIONAL
          Arun Amarsi
         Phone: +65 6228 1427

         HSBC
         Neil Goldie-Scot
         Phone: +44 (0)20 7991 8888
         Jan Sanders
         Marcus Ayre

         BRUNSWICK
         Jonathan Glass
         Phone: +44 (0)20 7404 5959
         Simon Sporborg


THISTLE HOTELS: Issues Detailed Response to BIL's Cash Offer
------------------------------------------------------------
The Board of Thistle* is posting its defense document setting out
its detailed response to BIL International Limited's ('BIL')
offer document and its advice to Thistle shareholders to reject
BIL's offer.

The Board of Thistle continues to believe that BIL's unsolicited
and wholly inadequate offer significantly undervalues Thistle.

Wholly inadequate offer

-- Adjusting for Thistle's substantial cash balances, equivalent
to 76 pence per Thistle share, BIL is offering only 39 pence per
share for Thistle's non-cash net assets, representing a 71 per
cent discount to the value of those assets on Thistle's balance
sheet.

-- BIL's offer represents a 9 per cent discount to Thistle's 12
month average share price of approximately 126.4 pence (excluding
the offer period following the announcement by Orb a.r.l. that it
was considering a possible offer for Thistle).

Opportunistic timing

-- The timing of BIL's offer is opportunistic and seeks to
capitalize on a cyclical low point in the hotels sector, caused
by the worldwide economic downturn and recent hostilities in
Iraq.

-- Thistle is well-positioned to benefit from a market upturn.
The Board of Thistle believes that this upside potential should
be available to all Thistle shareholders, not just to BIL.

BIL is seeking to use Thistle's GBP367 million cash to help pay
for its GBP300.5 million offer

-- How can a loss-making BIL, which has a smaller market
capitalization than Thistle and is already burdened with US$538.4
million of debt, afford to take on more debt to acquire Thistle?

-- The answer is clear from BIL's own offer document - BIL is
seeking to use the GBP367 million of cash on Thistle's balance
sheet to help refinance its proposed GBP300.5 million acquisition
of Thistle.

Maximizing value for all shareholders

-- The Board of Thistle is continuing to review options to
maximize value for the benefit of all Thistle shareholders.

-- Thistle has received approaches from a number of parties
regarding potential alternative transactions, including possible
competing offers for Thistle and the disposal of certain hotel
assets. These discussions are at various stages and are
continuing.


-- The Board of Thistle is also reviewing the potential for a
return to all Thistle shareholders of a significant proportion of
the 76 pence of cash per share on Thistle's balance sheet. In the
event that a return of value is implemented, the amount returned
is expected to be in the region of 50 pence per Thistle share.

David Newbigging, Chairman of Thistle said:

'BIL's offer is opportunistic and at a wholly inadequate price.
Thistle shareholders own a company, which has high quality assets
and a strong business. It is worth considerably more than 115
pence per share.

Shareholders are urged to follow the Board's advice to reject
BIL's inadequate offer and not to complete any form of
acceptance.'

Shareholders will be kept informed of any material developments.
In the meantime, if Thistle shareholders have any questions, they
should call the Thistle Shareholder Helpline on 0845 200 1863 (or
+44 20 7864 9177 if you are calling from outside the UK). For
legal reasons, this helpline will not be able to provide
investment advice.

* The Board of Thistle for these purposes comprises all of the
directors of Thistle other than Tan Sri Quek Leng Chan and Mr
Arun Amarsi, who in view of their positions as Chairman and CEO,
respectively, of BIL have not participated in the deliberations
of the board in relation to BIL's offer to acquire all of the
shares in Thistle not already owned by BIL.

Sources and bases:

All share price and exchange rate information has been sourced
from Datastream.

The reference to the per share value of Thistle's cash balances
is based on the cash on Thistle's balance sheet as at 29 December
2002 of GBP367 million, sourced from Thistle's 2002 annual report
& accounts and 482.4 million Thistle shares in issue.

The value of BIL's offer for Thistle's non-cash net assets is
based on the value of the whole of the existing issued ordinary
share capital of Thistle of approximately GBP555 million implied
by BIL's offer of 115 pence per Thistle share, multiplied by
482.4 million Thistle shares in issue, less cash of GBP367
million (equivalent to 76 pence per Thistle share) as at 29
December 2002, sourced from Thistle's 2002 annual report &
accounts.

The net asset value of Thistle's non-cash net assets is based on
Thistle's net asset value of GBP1,016 million less cash of GBP367
million as at 29 December 2002, sourced from Thistle's 2002
annual report & accounts and based on 482.4 million
Thistle shares in issue.

Average share price information has been sourced from Datastream
and the discount of BIL's offer to Thistle's 12 month average
share price is based on the average of Thistle's closing share
price for the 12 month period up to 20 February 2003, being the
last business day prior to the announcement by BIL that it was
contemplating making an offer for Thistle, and excludes the offer
period following the announcement by Orb a.r.l. that it was
considering a possible offer for Thistle (being the period from
the close of business on November 4, 2002 to the close of
business on January 8, 2003 inclusive).

The reference to the loss-making BIL is based on BIL's reported
loss of US$18 million for the six months to December 31, 2002,
sourced from BIL's Half Year Financial Statements published on
March 13, 2003.

The reference to the GBP367 million of cash on Thistle's balance
sheet is sourced from Thistle's 2002 annual report & accounts.

The reference to BIL's GBP300.5 million acquisition of Thistle is
based on BIL's estimation of the maximum required payment by BIL
in the event that BIL's offer is accepted in full as sourced from
the BIL offer document.

The reference to BIL having a smaller market capitalisation than
Thistle is based on a comparison of BIL's market capitalisation
on 11 April 2003 of GBP203.4 million, based on BIL's share price
as at 11 April 2003 of S$0.415 multiplied by 1,368.1 million BIL
shares in issue and translated into GBP at a GBP/S$ exchange
rate of 0.3583 as at April 11, 2003 and Thistle's market
capitalization on February 20, 2003, being the last day prior to
BIL's announcement that it was considering an offer for Thistle,
of GBP482.4 million, based on Thistle's closing share price of
100 pence as at 20 February 2003 multiplied by 482.4 million
Thistle shares in issue.

The reference to BIL's debt is based on BIL's total interest
bearing liabilities as at December 31, 2002, sourced from BIL's
Half Year Financial Statement published on March 13, 2003.

Merrill Lynch International and Deutsche Bank AG are acting for
Thistle Hotels Plc and for no-one else in connection with BIL's
offer for Thistle Hotels Plc and will not be responsible to
anyone other than Thistle Hotels Plc for providing the
protections afforded to clients of Merrill Lynch International or
Deutsche Bank AG or for providing advice in relation to such
offer.

CONTACT:  THISTLE HOTELS PLC
          Phone: 020 7895 2304
          Ian Burke, Chief Executive Officer

          MERRILL LYNCH INTERNATIONAL
          Phone: 020 7995 2000
          Simon Mackenzie-Smith, Managing Director
          Richard Nourse, Managing Director

          DEUTSCHE BANK
          Phone: 020 7545 8000
          James Agnew, Managing Director
          Charles Wilkinson, Managing Director

          FINANCIAL DYNAMICS
          Phone: 020 7831 3113
          Andrew Dowler
          Ben Foster




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, Ma. Cristina Canson, and Laedevee Gonzales,
Editors.

Copyright 2003.  All rights reserved.  ISSN 1529-2754.

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