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            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, May 21, 2003, Vol. 4, No. 99


                              Headlines

* F R A N C E *

ALSTOM: Hundreds of Employees in Power Division Set to Loss Jobs
ALSTOM: Pension Holders' Benefits in Danger of Being Slashed
SUEZ SA: Northumbrian Water Ratings on Rating Watch Negative
SUEZ S.A.: S&P Lowers Ratings on Water Unit, Holding Company
VIVENDI UNIVERSAL: Taps Expertise of Goldman Sachs in Asset Sale

* G E R M A N Y *

BERTELSMANN AG: Guaranteed EUR500 MM Unsecured Bond Rated 'BBB+'
BERTELSMANN AG: Announces Issuance of EUR500 Million Bonds
DEUTSCHE TELEKOM: Fitch Expresses View on Financial Objectives
HVB GROUP: Finishes Restructuring of Equity Research Department
HVB GROUP: Consumer Credit Arm Attracts at Least Five Bidders

* I T A L Y *

FIAT AUTO: FiasaGM Mexico Agrees to Open Distribution Network
FIAT SPA: Debt Ratings Under Review for Possible Downgrade

* L U X E M B O U R G *

MELCHIOR CDO: Fitch Downgrades Ratings Several Classes of Notes

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

ING GROEP: Sells Stake in Bancassurance Joint Venture to Partner
ING GROEP: Gives 29 Dividend Coupons to One Ordinary Share
KONINKLIJKE AHOLD: Sells De Tuinen to NBTY for EUR16 Million

* S W E D E N *

CONCORDIA BUS: Moody's Lowers Notes, Implied and Issuer Ratings
TELIASONERA: EU Approves Sales of Comhem, Telia Mobile Finland
VOLVO AERO: Issues Preliminary Lay-Off Notice to Employees

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

FLIGHTLEASE AG: Debt Restructuring Agreement Confirmed
LONZA GROUP: Revises Outlook on First Half Operating Earnings
SWISS INTERNATIONAL: Entry in Global Alliance Tough--Air France

* U N I T E D   K I N G D O M *

ABERDEEN ASSET: Sells Two-Fund Operation to Convivo Capital
CARLTON COMMUNICATIONS: Regulator Invites Comments on Remedies
DEXION INTERNATIONAL: Ernst & Young Offer Business for Sale
EUROSTAR: British Airways Considers Withdrawing Investment
GLASGOW ZOO: Closure Eminent Despite GBP4 Million Rescue Bid
GLAXOSMITHKLINE PLC: Buys More Drug Licenses Than Competitors
GLAXOSMITHKLINE PLC: Shareholders Block Remuneration Package
IMAGINATION TECHNOLOGIES:  Increases Pre-tax Loss to GBP5.6MM
JURIE FINANCE: Joint Receivers Offer Business for Sale
KWELM COMPANIES: Schedules Ninth Annual Meeting on July 12
KWELM COMPANIES: Issues Notice on Payment Percentages Revision
LE MERIDIEN: Lenders Highly Expected to Protect Value of Loan
MARCONI CORPORATION: Schemes of Arrangement Effective Monday
MARLBOROUGH STIRLING: 2002 Financial Results Below Expectations
NEW MEDIA: Plans to Further Raise Up to GBP2 Million in Equity
PO NA NA: Luminar Chief Rules Out Management Buyout for Group
TRINITY MIRROR: Appoints Waddell New Editor at Daily Record


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


ALSTOM: Hundreds of Employees in Power Division Set to Loss Jobs
----------------------------------------------------------------
The jobs of 1,400 employees in the France-based power division of
loss-making French engineering company Alstom are in line for
axing.

The plan, which Alstom France chief executive Robert Mahler,
disclosed to union representatives, showed a doubling of the
original number of job cuts.

According to Alstom union representative Lucien Grimault, Alstom
earlier planned to cut only 625 jobs under its program to slash
3,000 jobs in Europe.

Additional job cuts in other divisions are due to be announced at
a works council meeting on June 5, Mr. Grimault said.

Alstom, which made a EUR1.38 billion loss for the year to March
31, announced in March a two-year, EUR600 million restructuring
program.  Unions are wary this could include up to 10,000 job
cuts worldwide.

Alstom registered a negative cash flow, and has put in place a
plan to cut its debts, currently at EUR4.9 billion, to between
EUR2 billion and EUR3.5 billion by 2005.


ALSTOM: Pension Holders' Benefits in Danger of Being Slashed
------------------------------------------------------------
Advisers to the Alstom Pension Scheme are proposing to make
significant changes in the benefits of its U.K. pension scheme
members to help plug a hole in the fund.

According to the Financial Times, the advisers are planning cuts
in early retirement benefits that could see some members losing
nearly half of their pension.

The report related that under the proposed terms a 55-year-old
facing redundancy could see his pension cut nearly in half if he
chose to begin collecting it immediately, while a 60-year-old,
who once might have expected to receive 90% of his pension, would
receive only 62%.

But those 250 members whose retirements are pending will be given
a more generous bonus.

Trustees of the scheme also considered investing most or all of
the assets in the U.K. government gilts, but there is a danger
that the scheme could be would.  Alstom also ruled out
participation.

Alstom, falling to the widespread effect of falling stock markets
and interest rate for the past three years, incurred a total
pensions fund deficit of about EUR1.2 billion (US$1.4 billion).
Schemes in U.K., U.S., and Germany are the hardest hit, with U.K.
having an estimated of up to GBP435 million (US$705 million) gap.

Minutes of the meeting of the scheme's trustees on March 24
showed that the liabilities of the scheme, if calculated with
reference to interest rates on corporate bonds, mean the scheme
is only 73% funded, according to the report.

Due to rampant deficits in many scheme accounts, government
ministers are considering, among others, to require companies to
include "health warning" in their pensions literature.

A spokeswoman for Alstom said solutions for the deficit could
involve "changing levels of contributions or changing levels of
benefits."


SUEZ SA: Northumbrian Water Ratings on Rating Watch Negative
------------------------------------------------------------
Fitch Ratings, the international rating agency, has put the
'A'/'F1' Senior Unsecured debt and Short-term ratings of
Northumbrian Water Limited (NWL), and the 'A-' ('A minus') / 'F2'
ratings of Ondeo Services U.K. plc (OSUK), its holding company,
on Rating Watch Negative. This rating action follows Friday's
announcement by the group's French parent, Suez S.A., that it has
reduced its stake in OSUK to a 25% holding and effectively sold
the UK water group to Aquavit plc, an AIM-listed company. This
process is expected to be completed on Friday this week. The
enterprise value of the group was GBP2,212 million.

Fitch has undertaken a credit assessment of various stages in
Aquavit's acquisition funding and, subject to a review of final
documents, expects the indicative rating of NWL and its bonds to
be downgraded to an initial 'BBB+' and OSUK's 2006 bond to 'BBB-'
('BBB minus'). These ratings are expected to be confirmed, inter
alia, once Aquavit's listing particulars are publicly available
and final documents are reviewed.

Although seen as an equity model financing of NWL, the Deutsche
Bank AG-led group is expected to initially gear the consolidated
OSUK group to some 80% net debt/RAV (exluding non-recourse debt,
and non-regulatory assets and cashflow). Ofwat, the water
regulator, has stated its "studied neutrality" for highly-
leveraged, equity-thin, water financings and prefers the virtues
of the equity model citing inherent management and performance
incentives, equity investors' long-term perspectives, and a
perceived financial flexibility. Therefore, Ofwat may well be
happy with NWL's resultant structure including Suez's retained
stake. Fitch regards the recent debate on the treatment of tax in
the regulator's forthcoming WACC decision (over-exposed in
Ofwat's recent City Briefing) as a firing shot of discouragement
by the regulator towards such highly-leveraged routes. This
financing of the Northumbrian group will be heralded as breathing
new life into the equity model and evidences the level of return
equity players are demanding from the regulator when it resets
prices for April 2005 onwards.

Aquavit's short-term acquisition funding, which is expected to be
refinanced in the near future, has covenants including debt/RAV
ratios and a form of dividend restriction. Funding at the NWL
level is expected to be largely unsecured. However, a quantum of
interim secured funding at the OSUK level has the effect of
subordinating the 2006 bond. The final structure of where debt
will sit within the group has yet to be determined.

Fitch notes that the rating of OSUK and its GBP200m bond due in
2006 was most vulnerable to a significant rating downgrade
depending on the acquisition funding's strategy. This bond,
issued at the OSUK level, is not guaranteed by NWL, thus this
bond is naturally subordinated to debt at the NWL level and is
now further subordinated by initial secured bank funding at the
OSUK level. Of the most meaningful provisions of protection the
2006 bond does have an option for each bondholder to put the
bond, at par, in the event of a 'Restructuring Event' AND, within
a specified time period, a downgrade of the existing bonds to a
non-investment grade credit rating. This bond's 'Restructuring
Event' definition refers to either (i) a modification of any
material rights, benefits or obligations of NWL under its
licence, or (ii) any material modification made to NWL's licence
or a Schedule 2 Scheme (of the Water Act 1991). Other later NWL
bonds have widened this definition. There are also other less
relevant triggers.

All the NWL and OSUK bonds, listed below, also have a Negative
Pledge clause. Although such clauses have typically proven to be
ineffective, in this instance, they go a large way to prevent a
securitisation similar to Glas Cymru or Anglian Water being
imposed upon existing unsecured bondholders. As with the
refinancing of quasi-equity model financed Wessex Water earlier
this year, existing bonds may have been downgraded (to 'BBB+')
due to, amongst other things, an increase in overall leverage but
were not subordinated by certain types of secured funding at the
regulated entity level.

The existing Northumbrian water group has two tiers of bonds:

-- the first is issued at the OSUK level, not guaranteed by NWL,
and is currently rated 'A-' ('A minus') Rating Watch Negative.
This includes the GBP200m 8.675% bonds due 2006 issued by OSUK.

-- the second tier is either issued at the OSUK level, guaranteed
by NWL, or issued at the Northumbrian Water Finance plc level,
guaranteed by NWL both currently rated 'A' Rating Watch Negative
by Fitch. These include the GBP350m 6.875% bonds due 2023 issued
by OSUK and guaranteed by NWL; and the GBP300m 6% bonds due 2017
and the GBP250m 5.625% bonds due 2033 both issued by Northumbrian
Water Finance plc and guaranteed by NWL.

OSUK, formerly Northumbrian Water Group PLC, is the holding
company for the UK water operations of its French parent Suez
S.A.. OSUK's water investments predominantly comprise the
enlarged UK water and sewerage company NWL which includes the
smaller water-only operational areas in Essex & Suffolk, and
certain unregulated activities.

CONTACT:  FITCH RATINGS
          John Hatton, London
          Phone: +44 (0)207 417 4283


SUEZ S.A.: S&P Lowers Ratings on Water Unit, Holding Company
------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its long-term
ratings on the U.K.-based water utility Northumbrian Water Ltd.
(Northumbrian) and subsidiary Northumbrian Water Finance PLC to
'BBB' from 'A-' following its acquisition.

At the same time, Standard & Poor's lowered its long-term
corporate credit rating on Northumbrian's holding company Ondeo
Services U.K. PLC (Ondeo) to 'BB+' from 'A-', and withdrew its
'A-2' short-term ratings. In addition, the senior unsecured debt
ratings on Ondeo's GBP200 million bonds due 2006 were lowered to
'BB+' from 'BBB+', while the ratings on Ondeo's GBP350 million
guaranteed bonds due 2023 were lowered to 'BBB' from 'A-'.

The outlook on both Northumbrian and Ondeo is stable.

The rating actions follow the acquisition of Ondeo and its
subsidiaries (Ondeo group) for GBP2.2 billion by Aquavit PLC (not
rated), a consortium jointly led by Deutsche Bank AG London
(Deutsche Bank), Collins Stewart Ltd., and Ecofin Ltd., resulting
in additional consolidated net debt of GBP536 million.

As a result of the acquisition, Ondeo's consolidated cash flow
protection measures are expected to weaken substantially,
reflecting the increase in net debt. In the medium term, funds
from operations (FFO) interest coverage is expected to be more
aggressive, averaging about 2.5x, and FFO to debt is expected to
be weak at about 9%. Deutsche Bank has underwritten GBP935
million of the group's new debt facilities. Part of the
facilities (GBP536 million) has been earmarked to fund the
acquisition of the Ondeo water group at closing (due May 23,
2003), and the remainder may be used to refinance existing
European Investment Bank (EIB) and short-term borrowings at
Northumbrian.

The ratings on Ondeo reflect the company's substantially weaker
position in the group, as the ratings on Northumbrian have fallen
much closer to the investment-grade threshold. Standard & Poor's
expects that the water regulator, the Office of Water Services,
will not allow cash flows from Northumbrian to refinance any debt
at Ondeo if the operating company's investment-grade rating is
threatened. Ondeo could face difficulty in accessing the capital
markets without sufficient liquidity to support the maturing
bonds.

The rating on Northumbrian reflects its stable cash flows derived
from its regulated water and sewerage operations and its solid
operational performance. Offsetting these rating strengths are
its aggressive financial policy, uncertainty about future
tariffs, which will be reset from 2005, and the exposure of its
revenue flows to industrial customers in its water market.

The Ondeo group's liquidity is modest and is expected to weaken
over the medium term as debt reaches maturity.
"The stable outlook on the Ondeo group reflects Standard & Poor's
expectation that underlying regulated cash flow will provide
sufficient support to the Ondeo group's ongoing debt and capital
expenditure commitments," said Standard & Poor's credit analyst
Daniela Katsiamakis.

"Higher-than-expected debt or lower-than-forecast operational and
financial performance in the medium term, however, could place
downward pressure on the ratings."

CONTACT:  STANDARD & POOR'S
          Daniela Katsiamakis, London
          Phone: (44) 20-7826-3519
          Paul Lund, London
          Phone: (44) 20-7826-3715


VIVENDI UNIVERSAL: Taps Expertise of Goldman Sachs in Asset Sale
----------------------------------------------------------------
French conglomerate Vivendi Universal had hired adviser Goldman
Sachs to help it in the sale of its U.S. entertainment assets, a
source familiar with the situation told Reuters.

Goldman Sachs, which is known to have worked in the same capacity
with Vivendi Universal in the past, will help field offers for
the assets, while current adviser Citigroup Inc. continues to
lead the sale, the source said.

Both Vivendi and Goldman Sachs declined to comment, according to
the report.

Vivendi Chief Executive Jean Rene Fourtou plans to sell Vivendi
Universal Entertainment, which includes Universal Music, studios
and theme parks, to trim down EUR11 billion in debts.  Analysts
value the music division at US$7.3 billion; studios, US$5
billion; and theme parks, US$1 billion.

Vivendi Universal targets to raise EUR7 billion (US$7.8 billion)
from the sale by the end of the year.

A US consortium led by Marvin Davis, the oil tycoon, has already
made a putative US$20 billion offer for all of Vivendi's
entertainment assets including Universal Music, the world's
largest music recording business.  Other potential bidders
include General Electric Co's GE.N NBC network, Metro-Goldwyn-
Mayer Inc. MGM.N and the former head of Vivendi's U.S. business,
Barry Diller.

CONTACT:  VIVENDI UNIVERSAL
          Investor Relations
          Paris
          Daniel Scolan
          Phone: +33 (1).71.71.3291
          Laurence Daniel
          Phone: +33 (1).71.71.1233
          or
          New York
          Eileen McLaughlin
          Phone: +(1) 212.572.8961


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


BERTELSMANN AG: Guaranteed EUR500 MM Unsecured Bond Rated 'BBB+'
----------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BBB+'
senior unsecured debt rating to the proposed EUR500 million ($432
million) bond to be issued by Bertelsmann U.S. Finance Inc., and
guaranteed by Germany-based international media group Bertelsmann
AG (BBB+/Stable/A-2). The bond, which matures in 2010, has been
issued to diversify the group's debt sources and provide for the
refinancing of some medium-term maturities.

"The ratings on Bertelsmann, one of the world's largest media
groups, reflect its well-diversified and globally spread content
franchises, backed by its strength in distribution, printing, and
media and business services," said Standard & Poor's credit
analyst Trevor Pritchard.

Factors tempering the ratings include lower operating profit
margins than vertically integrated peers, the costs of recent
restructuring, and challenges in key markets such as recorded
music and book clubs. Bertelsmann's above-average business
profile is combined with an average financial profile. At Dec.
31, 2002, the company reported gross financial debt of EUR3.7
billion and cash of EUR977 million, translating into a net debt-
to-EBITDA ratio (adjusted for operating leases and unfunded
pension liabilities) of just above 3x.

In financial 2002, the group reported EBITDA of EUR1.7 billion on
turnover of EUR18.3 billion. Bertelsmann's turnover is evenly
split between the U.S., Germany, and other European countries.
About one-quarter of revenues are generated from advertising,
demand for which remains cyclically weak, especially in Germany.
Since 2001, Bertelsmann has taken steps to reduce operating
losses in underperforming divisions. Groupwide restructuring has
taken place to improve operating performance and flexibility.

Standard & Poor's expects the group to use the proceeds from the
May 2003 EUR1.05 billion disposal of its specialist information
publisher, BertelsmannSpringer, mainly to reduce debt and return
the operating lease and pension-adjusted EBITDA-to-debt leverage
ratio to 2.5x from just above 3.0x at the end of 2002. Liquidity
provisions should continue to be adequate for Bertelsmann's
business needs. At Dec. 31, 2002, Bertelsmann had cash and liquid
assets of EUR977 million, while total availability under undrawn
committed bank facilities is currently in excess of EUR2 billion.

CONTACT:  STANDARD & POOR'S
          Trevor Pritchard, London
          Phone: (44) 20-7826-3737
          Anna Overton, London
          Phone: (44) 20-7826-3642
          Christopher H Legge, London
          Phone: (44) 20-7826-3747


BERTELSMANN AG: Announces Issuance of EUR500 Million Bonds
----------------------------------------------------------
Bertelsmann has announced the issue of a Eurobond. On offer
starting today [Monday], the bond is expected to have a volume of
EUR500 million and a maturity of seven years. Citigroup, Deutsche
Bank, Dresdner Kleinwort Wasserstein and JP Morgan are the
consortium leaders. The bond will be issued under the EMTN (Euro
Medium Term Note) program, which has a BBB+ (Standard & Poor's)
and Baa1 (Moody's) rating. Bertelsmann plans to use the funds
from the bond to pay down existing bank loans and intensify the
company's financing from capital market funds.

The announcement of the bond was preceded by a three-day investor
update in Amsterdam, Duesseldorf, London, Paris and Frankfurt
last week. On this update, Bertelsmann gave investors an overview
of the international media and entertainment company's situation
and future plans.

Bertelsmann had announced the issuance of a Eurobond in June
2002, but then postponed the transaction to a later date due to
developments in the capital market.
The present issue follows Bertelsmann's successful $500 million
private placement in the U.S. in April.

CONTACT:  BERTELSMANN AG
          Analysts and investors contact:
          Verena Volpert, Corporate Finance/Treasury
          Phone: +49 - 52 41 - 80 - 23 42
          E-mail: verena.volpert@bertelsmann.de


DEUTSCHE TELEKOM: Fitch Expresses View on Financial Objectives
--------------------------------------------------------------
Fitch Ratings, the international rating agency, said it believes
that Deutsche Telekom (DT) is well placed to achieve the
financial objectives set out in Fitch's press release dated 29
November 2002. The comment follows the announcement of DT's
results for the first quarter of 2003.

The ability of DT to meet these financial objectives formed the
basis of Fitch's affirmation of its 'BBB+' Long-term rating with
a Stable Outlook in November last year.

The agency notes management's cautionary comments with regard to
uncertainties related to the economic outlook in Germany and its
exposure to exchange rates in respect of its U.S. and U.K. mobile
businesses. However, Fitch is encouraged by the improving
leverage trend that has been achieved by DT since Q2 2002, based
on an improving adjusted EBITDA and a reducing reported net debt
level.

CONTACT:  FITCH RATINGS
          Raymond Hill, London
          Phone: +44 (0)20 7417 4314
          Albert Jan Hofman, London
          Phone: +44 (0)20 7417 4282


HVB GROUP: Finishes Restructuring of Equity Research Department
---------------------------------------------------------------
HVB Group has now finished restructuring its Equity Research
department. Following announcement of appointments to management
functions in December, the list of stocks chosen for analysis in
future has now been published. With over 100 stocks from DAX and
MDAX as well as other briskly traded small caps, HVB Group is
continuing to enhance its strong position in German Equity
Research. "This underlines our claim to become Number One in this
segment," says Hans Gunther Bonk, co-manager of the Equity
department of Equity and Brokerage Services, in explaining the
strategic approach of the reori-entation.

The new structure with the three pillars (individual stocks,
quantitative research/strategy and macro) follows the foundation
laid in HVB Corporates & Markets' equity business where equities
and derivative transactions were combined last October.

-- The Cash Equity department concentrates on business with
European clients investing in German stocks, which is why
research into individual stocks focuses on German equities.
Sector teams observe the relevant European companies; however,
investment assessments are only made for the German stocks in
each sector.

-- In Equity Derivatives, HVB offers European clients index-based
products without restrictions in terms of asset class, sector or
region. Equity Derivatives thus form part of strategic research.

-- Macro research, which is provided by HVB Group's Economics
Department, shows investors long-term trends, independent of
individual stocks and index products.

"The strategy of business and that of research are thus one
hundred percent congruent, says Vassilios Pappas, co-manager of
the Equity department in Equity and Brokerage Services. "In
becoming focussed, we have eliminated all anciallary activities."

Already today, independent observers give extremely high marks to
the quality of research from HVB Corporates & Markets In
estimating the results of the DAX 30 companies for the 4th
quarter, the team ranked first in an assessment by Reuters news
agency. AQ, an independent rating institution, also ranked HVB
Group second for its forecasts in the past year. Attention was
called to the Group's consistently excellent performance in past
years.

HVB Corporates & Markets equity business employs roughly 150
people. Orders aggregating over EUR500 million are processed
there daily, making HVB Corporates & Markets on of the three
largest German broker.

To see coverage list of individual German stocks:
http://bankrupt.com/misc/HVB_GROUP_COVERAGE_LIST.pdf

CONTACT:  HVB
          Oliver Grub
          Phone: +49 (0)89 378-25424
          Fax: +49 (0)89 378-25699
          E-Mail:oliver.gruss@hvbgroup.com

          HVB GROUP
          Am Tucherpark 16
          80538 Munchen
          Germany


HVB GROUP: Consumer Credit Arm Attracts at Least Five Bidders
-------------------------------------------------------------
HVB Group's profitable consumer credit arm Norisbank AG attracted
five or six bidders willing to pay more than EUR300 million for
the business.

According to unnamed sources of a Handelsblatt report, the
interested bidders are willing to pay more than EUR400 million
for the unit that specializes in small loans to high street
customers.  Interested parties include Deutsche Post World Net
AG's Postbank AG, ING Group NV's Diba, Royal Bank of Scotland
Group PLC, HSBC Holdings PLC, and Banco Bilbao Vizcaya Argentaria
SA.  Postbank,though, has reportedly denied any interest earlier.

HVB, which declined to comment on the reported sale, wants to
begin talks with the parties in the next three to four weeks, the
paper said.

Dieter Rampl earlier said there are "no holy cows" in its drive
to return to profit this year.  He is disposing non-core assets
to refurbish the company's capital base eroded by heavy losses.

HVB posted EUR8 million losses last year due to more than EUR2
billion bad loan charges.


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


FIAT AUTO: FiasaGM Mexico Agrees to Open Distribution Network
-------------------------------------------------------------
Fiat Auto and GM Mexico reached an agreement for the distribution
of Fiat vehicles in the Mexican market.

According to the agreement, GM Mexico will open a new
distribution network and provide sale and customer care services
for the entire Fiat range. The 5-door 2-volume Palio, the Palio
sedan and Palio SW manufactured by Fiat Automoveis in Brazil will
be the first models to be sold. The sale of Fiat vehicles will
begin in the third quarter of 2003 and annual sales of
approximately 20,000 units are expected to be reached at full
capacity.

Fiat Auto will enter the Mexican market by using the know-how and
infrastructures of GM Mexico, which, in turn, will strengthen and
enlarge its product portfolio with competitive models that enjoy
consolidated success in many countries.

The agreement, while extending the field of cooperation between
Fiat and General Motors beyond the geographical area originally
defined by the alliance, is a further demonstration of the
determination of the two companies to identify even greater
synergies and opportunities for common activities.


FIAT SPA: Debt Ratings Under Review for Possible Downgrade
----------------------------------------------------------
Moody's Investors Service places Fiat's Ba1 long-term debt
ratings on review for possible downgrade due to the continued
underperformance, and weakening profitability of its units, as
well as to the substantial operational challenges that the group
stands to face in the medium term.

Fiat Auto continued to be affected by softening demand and strong
competition.  Fiat SpA's two other major operations, CNH and
Iveco, also showed weakening profitability in the first quarter
2003.  These resulted to a net loss of EUR3.98 billion, and
negative free cash flow of EUR2.2 billion for the group.

Moody's indicated to review the management's new restructuring
plan to be announced in June 2003, and its potential to restore
the group's earnings and cash flow generating capabilities.  It
will also focus on the impact of the restructuring plan and asset
disposals on the group's liquidity situation.

Ratings under review are:

Fiat Finance & Trade Ltd.: senior unsecured medium-term notes and
bonds Ba1 based on a Fiat guarantee.

Fiat Finance Canada Ltd.: senior unsecured medium-term notes and
bonds Ba1 based on a Fiat guarantee.

Fiat Finance Luxembourg S.A.: senior unsecured convertible notes
Ba1 based on a Fiat guarantee.

Fiat Finance North America Inc.: senior unsecured medium-term
notes and bonds Ba1 based on a Fiat guarantee.


===================
L U X E M B O U R G
===================


MELCHIOR CDO: Fitch Downgrades Ratings Several Classes of Notes
---------------------------------------------------------------
Fitch Ratings, the international rating agency, has downgraded
the following notes issued by Melchior CDO I S.A.:
Class C-1 floating-rate notes: to 'BB+' from 'BBB' Class C-2
fixed-rate notes: to 'BB+' from 'BBB'

Class D fixed-rate notes: to 'B' from 'BB-' ('BB minus')

Combination notes: to 'B' from 'BB-' ('BB minus')

The Class A notes, rated 'AAA' and the Class B notes, rated 'A-'
('A minus') have been affirmed.

In July 2001, Melchior CDO I S.A., a limited liability company
organized under the laws of Luxembourg, issued EUR400.0 million
of various classes of fixed- and floating-rate notes and invested
the proceeds in a portfolio of sub-investment grade debt
securities.

Since the last review in March 2003, there has been one further
default of 1% of the portfolio and one significant downgrade. The
asset affected by this downgrade represents approximately 2% of
the portfolio. As of today, the transaction had suffered four
defaults totalling EUR18m. Furthermore, according to Fitch's
calculations, the transaction has approximately 8.5% 'CCC+' or
lower rated assets in addition to the defaulted assets in the
portfolio. There is still enough subordination and excess spread
for Class A and B notes to withstand Fitch's stress tests. The
transaction is currently breaching its Class C and Class D Par
Value Tests. Should the breach continue until the next payment
date, interest proceeds that would normally be paid to the Class
D and the subordinated noteholders will being diverted to pay
down the Class A notes to the extent necessary to bring these
tests into compliance.

Henderson Global Investors, the asset manager of Melchior CDO I
S.A. has been working towards improving the credit quality of the
portfolio. Fitch continues to monitor the transaction and will
maintain regular contact with the manager.

CONTACTS:  FITCH RATINGS
           Marjan van der Weijden, London
           Phone: +44 (0)20 7417 4279
           Benjamin Toledano, London
           Phone: +44 (0)20 7417 6309
           Fionnuala Connolly, London
           Phone: +44 (0)20 7417 4354


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


ING GROEP: Sells Stake in Bancassurance Joint Venture to Partner
----------------------------------------------------------------
ING Groep N.V. sold its 49% stake in the bancassurance joint
venture Seguros Bital to the venture's other shareholder Grupo
Financiero Bital SA.

The transaction valued at US$148 million is expected to close in
the third quarter.

Despite the deal, ING indicated in a statement it will remain
active in the Mexican insurance, banking, pensions and asset
management markets through its existing subsidiaries.

ING last week reported an 85% fall in statutory net profit in the
first quarter of 2003 due to a negative EUR735 million
revaluation reserve caused by the impact of depressed global
equity markets on ING's investment portfolios.

Standard & Poor's, which rates the group A+/Stable/A-1+ said,
ING's capitalization weakened significantly following its
acquisitions of Aetna and ReliaStar in 2000.

It expects that "ING's recapitalization plan, which includes the
payment of stock dividends, repayment of debt, and reduced equity
exposure, will improve its leverage ratios to a level more
consistent with its current ratings."


ING GROEP: Gives 29 Dividend Coupons to One Ordinary Share
----------------------------------------------------------
ING Groep N.V. shareholders who have opted for taking up the
final dividend for 2002 in (depositary receipts for) ordinary
shares, will be able to obtain one new (depositary receipt for
an) ordinary share against surrender of 29 dividend coupons.

Based on the weighted average share price on the Euronext
Amsterdam Stock Market in the period from 12 to 16 May
inclusively, which is EUR 14.38, the dividend in (depositary
receipts for) ordinary shares will be 1.2% higher than the final
dividend in cash of EUR 0.49 (per depositary receipt for an)
ordinary share.

The final dividend will be made payable on 23 May 2003.

The payment of the final dividend for 2002 in (depositary
receipts for) ordinary shares does not affect the exercise price
of ING Group warrants B.


KONINKLIJKE AHOLD: Sells De Tuinen to NBTY for EUR16 Million
------------------------------------------------------------
Ahold has announced that definitive agreement has been reached
with NBTY, Inc., a U.S.-based, publicly-held company, for the
divestment of its Dutch natural products retail unit De Tuinen.
The transaction value amounts to approximately Euro 16 million,
to be paid as a cash sum. The transaction has received all
necessary approvals.

De Tuinen has been part of Ahold's Dutch health and beauty care
division since 1991 and consists of 41 owned stores and 25
franchise stores. De Tuinen offers a broad range of over-the-
counter drugs; dietary supplements, gift items and natural beauty
care products. De Tuinen has now been definitively transferred to
Holland & Barrett Europe, Ltd., a British subsidiary of NBTY, an
international producer of dietary supplements with approximately
1,000 stores in the United States, Great Britain and Ireland.

De Tuinen will be gradually phased into NBTY, a process to be
completed by December 28, 2003. During this transition, Holland &
Barrett will be permitted use of several Ahold facilities as well
as logistics and other back-office services. De Tuinen's
customers will not notice a significant change, as the company
will continue to operate under the same brand name and offer its
current range of natural products.

The transaction includes all De Tuinen chain stores and their
inventory. The franchise stores will also conduct their business
with Holland & Barrett. All 312 associates will transfer to the
new owner.  During the transition period, new locations for the
De Tuinen head office and distribution center will be sought.

The planned divestment of De Tuinen, announced on December 11,
2002, is part of Ahold's strategic plan to restructure its
portfolio to focus on high-performing businesses and to
concentrate on its mature and most stable markets. Ahold believes
De Tuinen will grow stronger within an organization that
specializes in natural products and dietary supplements.

CONTACT:  ROYAL AHOLD N.V.
          P.O. Box 3050 1500
          HB Zaandam Netherlands
          Phone: +31 (0)75 659 57 20
          Fax: +31 (0)75 659 83 02
          Home Page: http://www.ahold.com
          Verena Volpert, Corporate Finance / Treasury
          Phone: +49 - 52 41 - 80 - 23 42


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


CONCORDIA BUS: Moody's Lowers Notes, Implied and Issuer Ratings
---------------------------------------------------------------
Moody's Investors Service downgraded the ratings of Concordia Bus
AB following disappointing operating performance in the Swedish
bus operator.

Concordia's 11% senior subordinated notes due 2010 were lowered
to Caa1 from B3, its senior implied rating was dropped to B2 from
B1, while its senior unsecured issuer rating was pushed down to
B3 from B2.  The rating of a secured multi-currency term loan and
credit facility at operating subsidiary Swebus AB, meanwhile, was
maintained at B1. The outlook for all ratings is negative.

Moody's says "Concordia's operating performance and cash
generation has been disappointing relative to original
expectations and weak in consecutive years since' the original
rating."

It noted that EBITDAR margins have remained in the low to mid
teens (including selected cost adjustments for fuel, electricity
and contractual difficulties), with 4th quarter margins falling
to 5.6%.

The rating actions were also prompted by the constraints posed by
the company's contract portfolio over the firm's overall
financial flexibility.

They also reflect the challenges facing management to control
core operating costs.

Lastly, the downgrade shows concerns for the company's cash flow
improvements prospects considering Concordia's substantial
indebtedness.  Starting in January 2004 the company has 4 semi-
annual repayments of SEK125 million rising to SEK 150 million
thereafter.


TELIASONERA: EU Approves Sales of Comhem, Telia Mobile Finland
--------------------------------------------------------------
TeliaSonera (Nasdaq:TLSN) (LSE:TLSNq): the European Commission
has today [Monday] given its approval to EQT Partners as
purchaser of ComHem, and DNA/Suomen 2G as purchaser of Telia
Mobile Finland. Still remaining is approval from the national
competition authorities.

                     *****

The company said last month: "Following the merger betwen Telia
and Sonera in December 2002, and the new division of
responsibilities within the Group, an extensive overhaul has been
made of the profit center TeliaSonera Finland in order to
establish the number of jobs needed in the segment oriented
working approach and in order to achieve a competitive cost level
throughout the company."


VOLVO AERO: Issues Preliminary Lay-Off Notice to Employees
----------------------------------------------------------
The corporate management of Volvo Aero has decided to submit
preliminary notice of redundancy measures affecting 250 employees
in Trollhattan to the County Labor Board. Of the employees
affected, 150 are active within VA (blue-collar) and 100 within
TA (white-collar).

The background to this notification is the ongoing decline in the
international aviation industry, which is forcing Volvo Aero and
other companies in the industry to continue to adjust to the
prevailing conditions.

Combined with new workload figures for the workshops during the
period 2004-2005, the weakening of the company's finances has
resulted in the decision that the company will reduce the number
of employees.

Stage 1 Codetermination negotiations with the unions are being
started immediately. Work to determine which employees will be
affected will start as soon as the first Codetermination
negotiations have been concluded. The periods of notice will
vary, depending on length of employment but no one will be
required to leave the company before November 20, 2003.

Volvo Aero has reported losses during the past three quarters
(totaling SEK 119 M) and there are currently no signs of any
turnaround in the aviation industry. Instead, many factors
indicate that no improvement on the components side can be
expected until 2006.

"Accordingly, we have no other choice than adapting our capacity
to the very weak demand," comments Volvo Aero President Fred
Bodin.

It should be noted that the redundancy notice is not connected in
any way with the discussions about a possible closure of the
company's space operations.

May 19, 2003

CONTACT:  VOLVO AERO
          Fredrik Fryklund, Head of Corporate Communications
          Phone: +46 703 19 23 96.


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


FLIGHTLEASE AG: Debt Restructuring Agreement Confirmed
------------------------------------------------------
Confirmation of the Debt Restructuring Agreement

The debt restructuring judge of the district court of Bulach has
confirmed the Debt Restructuring Agreement proposed by
Flightlease AG, Balz Zimmberman-Strasse, 8302 Kloten, with order
of April 17, 2003 and has declared it binding also on non-
consenting creditors.

The appointed liquidator is: Karl Wuthrich, c/o Wenger Plattner,
Seestrasse 39, 8700 Kusnacht-Zurich.

The selected creditors committee consists of:

-- Dr. Thomas Sprecher
-- Christoph Staubli
-- Ludolf Rischmuller

The order has become effective.

Kusnacht-Zurich
The Liquidator
Karl Wuthrich
Homepage: http://www.sachwalter-swissair.ch


LONZA GROUP: Revises Outlook on First Half Operating Earnings
-------------------------------------------------------------
As a result of the recent worsening of market conditions in most
of its business lines, Lonza is revising its 2003 guidance.

It expects to report first half operating earnings approximately
20% below last year's levels. The second half is expected to show
a significant improvement over the first semester, driven in the
main by a company-wide restructuring initiative. In total, the
company does not expect to exceed 2002 reported earnings (pre-
exceptionals).

The Group has begun to implement measures to improve efficiency
and reduce overhead costs in all business sectors and service
functions. Overall we expect to improve our cost position by
about CHF 100 million over a 12-month period at a cost of about
CHF 50 million. Approximately 500 jobs, mainly in the U.S. and in
Europe will be impacted. In Switzerland 90 jobs will be
eliminated.

The chemical custom manufacturing business (Lonza Exclusive
Synthesis) has seen a continuation of the difficulties faced in
2002. Production overcapacities remain and the number of new
product approvals did not increase significantly.

Our mammalian cell culture fermentation business (Lonza
Biologics) has been impacted by clinical trial failures of
customer products, thus negatively impacting on the utilization
of our 2'000/5'000 litre fermenters in Slough (GB) and
Portsmouth, NH (USA). Take or pay contractual payments by
customers will offset most of the profit shortfall due to these
cancellations in 2003. Strong efforts are underway to replace the
order book for 2004.

Not affected from the recent setbacks in Lonza Biologics are the
large-scale build out facilities at Portsmouth, NH, currently
under construction and starting to come on stream in mid 2004. As
disclosed in a separate News Release today, Lonza Biologics has
concluded a long term manufacturing agreement with a large
pharmaceutical company for several products for multiple
indications. With this, and the previously announced agreement
with Alexion, roughly 90% of the capacity of the new plant is
under long-term contract.

In Exclusive Synthesis as well as in our biotechnology activities
the project pipeline is being continuously strengthened in all
clinical stages. The widening of the pipeline is designed to
ensure an increase in capacity utilisation of our reactor
volumes.

In our more traditional activities Organic Fine Chemicals,
Performance Chemicals and Polymer Intermediates we have been
negatively impacted by higher raw material prices and
unfavourable exchange rates in the first four months. As a
result, it will be difficult to recover the profit shortfall
during the remainder of the year.

In addition to the restructuring efforts, Lonza has begun to
redesign the business model in custom manufacturing in order to
increase its market penetration and coverage.

We are evaluating the expansion of our R&D offering by combining
all our technical skills in the early clinical development phases
(chemical, mammalian, microbial) into a global Technology
Services business. This would lead to the integration of all the
cGMP production activities (chemical, mammalian, microbial) into
a single Custom Manufacturing business. Our goal is to increase
our capabilities to acquire new business and improve operating
efficiencies. An additional CHF 50 million in savings have been
targeted as a result of this consolidation, and will be fully
realized by the end of 2004.

The impact of the changed market conditions and our restructuring
response on 2005 targets will be disclosed together with the half
year results.

Lonza is a Life Sciences driven company headquartered in
Switzerland, with sales of CHF 2.54 billion in 2002 and operating
18 production and R&D facilities in 8 countries. It employs 6200
people worldwide and is the leading custom manufacturer of active
chemical ingredients, intermediates and biotechnology solutions
to the pharmaceutical and agrochemical industries. It also offers
organic intermediates for a wide range of applications and
provides antimicrobial and associated products as well as polymer
intermediates and compounds. For more information on Lonza please
visit the company's website at http://www.lonza.com

CONTACT:  LONZA GROUP
          Walter Eschenmoser
          Communications & Investor Relations
          Phone: +41 61 316 8363
          Fax: +41 61 361 8220
          E-mail: walter.eschenmoser@lonza.com


SWISS INTERNATIONAL: Entry in Global Alliance Tough--Air France
---------------------------------------------------------------
Air France Chief Executive Jean-Cyril Spinetta said it might be
difficult to take in loss-making Swiss International Air Lines in
a global alliance because of its size.

Mr. Spinetta told Swiss business paper Finanz & Wirtschat the
Swiss carrier's fleet was too large to be included in Air
France's Skyteam alliance.  He confirmed that Swiss and Air
France held talks about 18 months ago.

Swiss International wants to join the alliance led by Air France
and Delta Airlines to benefit from networks and joint marketing.
But it must wait for the decision by KLM whether the Dutch
airline would join the alliance, before receiving an answer from
Air France, Mr. Spinetta said.

"We did and do think that a Swiss fleet with 26 long-haul planes
is somewhat exaggerated," he said adding that "Lufthansa LHAG.DE
and British Airways BAY.L seem to think so as well."

Swiss also wanted to join OneWorld alliance, in which British
Airways and American Airlines are members.

Swiss CEO Andre Dose in another report said he considers a merger
for the carrier as its only means of survival once the industry
goes into consolidations.

"If the airlines want to work profitably, the solution inevitably
leads to mergers, to use the synergies," Mr. Dose told magazine
Schweizer Touristik.

"It's certain that Swiss won't be able to survive if we aren't
part of a merger. Today we already suffer from negative effects
due to our lack of size," he said.

Mr. Dose expects the company to come up with a new business plan
by the middle of the second half to reassure investors who are
worried about the airline's survival plans beyond 2003.  He
assured the carrier has enough liquidity to get through this
year.

Swiss' stock fell more than 70% this year after going down by
more than a half last year.


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


ABERDEEN ASSET: Sells Two-Fund Operation to Convivo Capital
-----------------------------------------------------------
Aberdeen Asset Management sold its two-fund Guernsey-based
emerging markets business to Convivo Capital Management for an
undisclosed amount.

AAM said its Guernsey high yield sovereign debt fund, and the
exotic debt fund, which together have less than GBP40 million in
assets under management no longer fit with its plans.

Sales and marketing director Gary Marshall said: "Relative to the
size of our overall business, these are two small funds, which
have a profile that's a bit too risky for us now. They are
boutique-type funds."

Following the transaction, the funds will be run by Julian, the
fund manager who set up the business four years ago.  He plans to
set up his own boutique operation to erase traces of the fund's
link with Aberdeen, the debt-laden firm which had suffered with a
series of split capital trust debacle.

AAM, though, said it plans to maintain an economic interest in
the business.

The transaction, which marks the end of its Guernsey operation,
is expected to cut a significant part of the firm's overhead
costs.


CARLTON COMMUNICATIONS: Regulator Invites Comments on Remedies
--------------------------------------------------------------
Statement of Hypothetical Remedies

Introduction
On 29 April the Competition Commission wrote to Carlton and
Granada indicating the issues which it wished to raise as part of
its inquiry into their proposed merger. These issues were
summarized in a statement that was made public on the following
day. On Friday 16 May, the Commission sent further letters to
Carlton and Granada inviting them to comment on possible remedies
that could be recommended if, at the completion of the
Commission's investigation, it considered that the proposed
merger was likely to be against the public interest.

This statement summarizes the points on which views are being
sought. In particular, comments are invited on the likely
effectiveness, costs and practicability of the remedies that have
been set out. It should be clearly understood that the basis on
which the points listed below are being raised is entirely
hypothetical. It does not imply that the Commission has reached
any conclusion on whether the proposed merger is likely to be
against the public interest. It is being published now to give
interested parties as much time as possible to comment on the
possible remedies that the Commission may consider, consistent
with maintaining the schedule for the inquiry.

Hypothetical remedies on which views are sought
The Commission invites views on the following possible remedies,
which were mentioned in the letter of 29 April:

a) a complete ban on the proposed merger taking place;
or, as an alternative
b) a divestment of both of the advertising sales houses that the
merging parties currently operate, to be run, in future, as
independent entities, and/or
c) adherence to a code of conduct designed to protect the
position of the independent production companies, and/or
d) undertakings to protect the position of the smaller ITV
licensees -in relation both to their position within ITV and to
the selling of their airtime.

In addition, we also invite views on two additional possible
remedies, mentioned in the letter of 16 May:

e) a variation on the proposal for divesting the two sales
houses, that might include a mechanism whereby the need for their
ownership to be separate from the merged entity would be reviewed
by Ofcom and/or the OFT after, say, five years, in order to
assess whether the market conditions which had justified the
original proposal were still current; and

f) whether any adverse effects, which the merger might create,
could be addressed by prohibiting contracts that committed a
share of an advertiser's or a media buyer's annual expenditure
for TV advertising - the so-called 'share deals'.

Responses
Comments are invited on the hypothetical remedies described in
this statement. It would be helpful if responses could be sent to
the Inquiry Secretary, Tim Oyler, at the Competition Commission,
New Court, 48 Carey Street, London, WC2A 2JT (telephone 020 7271
0421; fax 020 7271 0203, e-mail tim.oyler@competition-
commission.gsi.gov.uk) by Friday, 30 May.


DEXION INTERNATIONAL: Ernst & Young Offer Business for Sale
-----------------------------------------------------------
Dexion International Limited
Dexion Limited
Dexion Europe Limited
(All in administrative receivership)

The Joint Administrative Receivers, William Tacon and Adrian
Wolstenholme, offer for sale as a going concern the businesses
and assets of the above companies.

Key features of these manufacturers and distributors of racking,
shelving and partitioning products are:

-- Turnover c.GBP30 million

-- The right to use the "Dexion" and "Bruynzeel" brands in the
United Kingdom

-- The "Apton" office partitioning business

-- A sales and distribution network in the United Kingdom

-- 250 employees operating from leasehold premises in Hemel
Hempstead

For further information, please contract Pratish Sthankiya or Sue
Leppard, Ernst & Young LLP, One Colmore Row, Birmingham B3 2DB,
0121 535 2121, Fax 0121 535 2448, E-mail psthankiya@uk.ey.com or
sleppard@uk.ey.com

ERNST & YOUNG

The United Kingdom firm of Ernst & Young LLP is limited
partnership and is a member of Ernst & Young International and is
authorized by the Institute of Chartered Accountants in England &
Wales to carry on investment business and is registered in
England and Wales with registered number OC300001.


EUROSTAR: British Airways Considers Withdrawing Investment
----------------------------------------------------------
British Airways could follow National Express' announcement that
it is pulling out its investment in the loss-making Eurostar
train service.

According to the Financial Times, British Airways said: "In the
light of the announcement by National Express, British Airways is
certainly considering our position regarding Eurostar and are in
discussions with the other shareholders."

National Express owns 40% of Eurostar U.K., French and Belgian
state rail companies SNCF and SNCB owns 25%, while British
Airways holds 10%.

National Express is planning to give up its 40% shareholding in
Eurostar when the cross-Channel rail operator restructures this
year. Eurostar is losing some GBP100 a year, and its passenger
numbers are being eroded by intense competition from low-cost
airlines on the London to Paris and Brussels routes.  Passenger
statistics is down by 8% down this year.

The company wants to streamline its operations, consisting of the
UK, French, and Belgian network, into a single entity before the
end of the year.

National Express's former commercial director Richard Brown is
leading the restructuring codenamed Project Jupiter.

According to the Independent.co.uk the National Audit Office is
currently launching a second investigation into Eurostar's
prospects of survival.  Taxpayers stand to face a bill of up to
GBP1 billion to bail the company out once it collapses
completely.


GLASGOW ZOO: Closure Eminent Despite GBP4 Million Rescue Bid
------------------------------------------------------------
Bosses at Glasgow Zoo admitted that the attraction could be shut
down despite a GBP4 million-rescue bid by the management.

Trustees had hoped selling 26 acres of zoo land to a housing
developer would wipe out the park's GBP2 million debts and carry
out much-needed refurbishment work.  But bosses are still waiting
for the land sale to go through after the city council permitted
the management earlier this year to sell the green belt land
involved to Miller Homes.

The trustees, meanwhile, plans to channel surplus cash from the
possible sale to animal conservation projects in the event that
the zoo closes and the land sale goes through.

Sheena Campbell, who is acting as an adviser to the zoo, said: "A
decision has still to be made by the West of Scotland Zoological
Society, but other options have to be considered.

A feasibility study is currently being carried out by the body to
see whether or not improvements to the attraction would be
financial viable.

"The study may show building a new-look zoo would not be possible
and we would want any surplus from the sale of the land to be put
to good use.  Clearly the zoo cannot go on in its present form,
so a choice has to be made, but a new center could only open if
it could be commercially viable," she said.

The 52-year-old zoo, which records losses of GBP500,000 a year,
has been under threat of closure since 1998.


GLAXOSMITHKLINE PLC: Buys More Drug Licenses Than Competitors
-------------------------------------------------------------
Drug company GlaxoSmithKline is replenishing its dwindling
development pipeline with a significant number of licenses for
drugs bought from rivals, a study by consultants Wood Mackenzie
shows.

The report detailed that since 1988 GSK has bought licenses to
market 80 drugs from other companies, whereas rivals such as
Aventis, Eli Lilly and Bristol-Myers Squibb have acquired rights
to only 40 since 1988.  The average for the industry's top 20
companies is 31.

The group was faced with the need to accelerate its licensing
activities three years after its creation from the merger of
Glaxo Wellcome and SmithKline Beecham.  The creation of what is
believed as a US$4 billion-a-year R&D powerhouse ironically
failed to up group sales growth.

This is despite a general sluggishness in licensing activity over
the past four years, mainly because of an increase in the price
of the most promising experimental medicines.

GlaxoSmithKline bought more late-stage projects after the failure
of several of its own products.  It made the greatest licensing
deals in anti-infectives, partly after it lost the patent
protection on Augmentin, its US$1.7bn-a-year antibiotic.

Part of the slowdown in research productivity in recent years is
the recent trend of consolidations, which created drug companies
that focus more on marketing rather than research.

This in turn made marketing of rival's products common after the
1990s.  Licensed products now contribute 24% in the total
revenues of the top 20 pharmaceutical companies.


GLAXOSMITHKLINE PLC: Shareholders Block Remuneration Package
------------------------------------------------------------
London, UK, May 19, 2003 - GSK announces that at today's Annual
General Meeting all Resolutions, including those re-electing
Board members, were passed by substantial majorities except for
Resolution 2, on the Remuneration Report, which was not passed.

GSK's Chairman, Sir Christopher Hogg, said: "Although Resolution
2 is advisory, the Board takes this result very seriously. The
major reason for this negative vote has been the fact that there
are elements of our senior level remuneration package which do
not accord with what is regarded as best practice by
shareholders. That is something that the Board is aware of and it
was one of the reasons that the Remuneration Committee decided to
appoint Deloitte & Touche some months ago to conduct a completely
independent review of our approach.

"The review includes all aspects of remuneration, including those
to which we are bound contractually. It will bear firmly in mind
the new expanded guidelines on executive remuneration which the
Association of British Insurers issued in December 2002, as well
as the need to ensure that the remuneration we offer our key
executives and scientists is competitive with that provided by
other pharmaceutical companies. The Board clearly registers
shareholders' particular sensitivity to contractual notice
periods and payments on termination.

"We look forward to consulting further with leading shareholders
in the coming months on our proposals to balance these
objectives."

GlaxoSmithKline Annual General Meeting Poll Results

The following table shows the votes cast for each Resolution:

  Resolution       Total Votes For*   Total Votes Against

1. Adoption of Financial Statements
                    3,476,455,197        172,154,655
2. Approval of the Remuneration Report
                    1,398,142,951        1,439,003,920
3. Re-election of Sir Christopher Hogg
                    3,512,549,248        77,220,034
4. Re-election of Dr J-P Garnier
                    2,837,194,148        609,799,658
5. Re-election of Sir Roger Hurn
                    3,271,098,730        279,956,581
6. Re-election of Mr J D Coombe
                    2,947,121,853        500,418,118
7. Re-election of Sir Peter Job
                    3,550,398,820        118,117,260
8. Re-election of Mr John McArthur
                    3,459,759,457        117,805,522
9. Re-election of Donald McHenry
                    3,401,184,976         71,839,485
10. Re-election of Sir Ian Prosser
                    3,692,961,313         66,211,001
11. Re-election of Dr Ronaldo Schmitz
                    3,692,827,694         66,335,781
12. Re-election of Dr Lucy Shapiro
                    3,632,843,642         65,009,665
13. Re-appointment of Auditors
                    3,511,733,511        159,297,520
14. Remuneration of Auditors
                    3,582,829,535         33,184,974
15. Authorise donations to EU Political Organisations & incur EU
Political Expenditure
                    3,452,000,341        212,896,986
16. Disapplication of pre-emption rights**
                    3,761,514,669         28,733,107
17. Authority for the Company to purchase its own shares**
                    3,614,549,832         24,330,655


* Includes discretionary votes
** Indicates Special Resolutions requiring a 75% majority

S M Bicknell
Company Secretary
May 19, 2003


IMAGINATION TECHNOLOGIES:  Increases Pre-tax Loss to GBP5.6MM
-------------------------------------------------------------
Imagination Technologies Group plc, leading provider of System-
on-Chip Intellectual Property (IP), announces results for the 12
months to 31 March 2003.

Business Update

Significant growth in licensing partnerships - new agreements
signed with Texas Instruments, Sharp, Intel, Hitachi (now
Renesas) and Frontier Silicon, despite the challenging
environment.

Partners committed to ten chips - royalties to build from next
financial year.

Strong position in key platforms - mobile phone/PDA, digital
video/TV, digital radio, in-car information and entertainment.

Continued interest in our technologies with advanced stage of
negotiation on a number of potential license deals - in the short
term these deals will be the main driver behind our financial
performance.

Strategy of delivering complementary system-on-chip (SoC) IP
cores from our three fundamental technology families, PowerVR,
Metagence and Ensigma, showing significant success with growing
number of partners.

PURE Digital DAB products help to significantly develop the
market.

Financials

Second Half - significant improvement in financial performance

Total revenues up 139% on first half.

Technology revenues up 90% on the first half from increased
partner base.

Significantly reduced pre-tax loss before goodwill amortisation
and losses from associates of GBP0.4m.

Cash inflow with cash reserves of GBP6.1m at 31 March 2003.

Full Year

Total revenues up 45% at GBP19.6m (2002: GBP13.5m).

Research and development investment increased by 18% to maintain
the Group's leading edge position and to support the growing
customer base.

Pre-tax loss before goodwill amortisation and losses from
associates of GBP4.4m (2002: GBP4.5m).

Pre-tax loss of GBP5.6m (2002: GBP5.4m) after goodwill
amortisation and losses from associates.

Order backlog of GBP12.5m at March 2003.

Geoff Shingles, Chairman, commented:

"The real strength of our SoC IP delivery strategy has begun to
be demonstrated. Despite a difficult year for the semiconductor
industry we have been able to significantly grow our licensing
revenues and partnerships with key industry players. Through
these new relationships we have increased the number of partner
SoCs using our technologies by an order of magnitude, laying a
strong foundation for growing future royalty revenue streams. We
are uniquely positioned to become a top-tier IP provider as our
strategy delivers and the economy and the semiconductor industry
recover."

Chairman's Statement

I am pleased to report that in spite of the tight industry
environment, Imagination Technologies has achieved the targets
that we set for the second half.

In the first half-year we began to experience the benefits of
adhering to our strategy to create a complementary portfolio of
silicon Intellectual Property (IP). This portfolio allows us to
offer the most complete system-on-chip (SoC) solutions to the
major semiconductor and fabless companies, our target markets.
The creation of this IP has been a vital strategic investment for
us, made at a particularly difficult period in the industry. Our
portfolio of IP enables the full utilisation of improvements in
semiconductor manufacturing technology and brings the maximum
benefits to our partners. In the first half, we reported that we
had closed important licensing deals with two new partners,
Hitachi and Intel.

As a consequence of our SoC strategy we are now able to provide
complete SoC solutions involving all three of our IP offerings.
These are graphics and video (PowerVR), multi-threaded processing
(META) and universal communications coprocessing (UCC). They
permit us to furnish SoC designs for digital radio, digital
television, mobile and handheld devices.

In the second half, we expected to achieve two major license
deals with new partners and have concluded new agreements with
Sharp and Texas Instruments. Our second-half results were further
enhanced by follow-on licenses from existing partners Hitachi
(now Renesas following a semiconductor merger with Mitsubishi)
and Frontier Silicon. This has resulted in a 90% increase in
licensing and customisation technology revenues in the second
half compared to the first half. This progress is most
encouraging improving the quality of future revenue streams
through the level of royalties that will ensue. Within our
systems business the success of our SoC chip design for Digital
Audio Broadcasting (DAB) has also enabled us to deliver market-
leading product under our PURE Digital brand. This has
established DAB as an exciting new medium whose capabilities have
rapidly become mainstream.

Financial Results

In the year ended 31 March 2003 group revenue was GBP19.6m, an
increase of 45% (2002 GBP13.5m). Gross margins were 61%, with
gross profit at GBP11.9m (2002 GBP9.0m). In the second half-year
total turnover was up by 139% from GBP5.8m to GBP13.8m and gross
profit increased by 107% from GBP3.9m to GBP8.0m. Our sales and
administration expenses excluding goodwill amortisation have
increased by 14% on last year as we have invested in our business
development structure. We successfully opened our Japanese office
in Tokyo and this has been instrumental in achieving the new
partnerships with major companies in this important market and in
growing our licensable IP base. We have increased our expenditure
in research and development by 18%; down from the 37% increase
last year when we invested to develop our PowerVR and META cores
for wider exploitation. This investment is clearly coming to
fruition. We expect to continue to invest in research and
development to create future revenues and support our growing
customer base. Our loss before tax was GBP5.6m (2002: GBP5.4m)
after goodwill amortisation and losses from associates. The loss
before tax excluding goodwill amortisation and losses from
associates has declined marginally from GBP4.5m in 2002 to
GBP4.4m in 2003 principally because the second half loss for the
period ended 31 March 2003 was reduced to GBP0.4m. We benefited
from a GBP0.7m research and development tax credit which netted
off against withholding tax incurred on overseas earnings has
resulted in a net tax credit of GBP0.2m in the year.

Our balance sheet has stabilised as a result of the improved
performance in the second half. Operating cash flow during the
year as a whole was negative GBP2.1m and, after allowing for
GBP1.2m capital spend mainly in state of the art computer
equipment for our engineers and scientists, our end of the year
cash was GBP6.1m (2002: GBP9.1m). More importantly, cash at the
year-end showed an improvement on the GBP5.3m at the end of the
first half and the drain on our cash reserves as a result of
operating losses has been stemmed in the second half.

Encouragingly, we have carried forward an improved total order
backlog of GBP12.5m into the current financial year which
includes GBP8.2m of technology business. GBP2.0m of the latter
has been invoiced and is included in creditors as deferred
revenue. The vast majority of the total backlog is expected to be
recognised as revenue in this financial year.

Outlook

This has certainly been a difficult year, but we are pleased that
the expected improved performance in the second half has been
achieved and we now stand in a very favourable position with more
licensees than ever before using a wider and richer range of our
IP that is the most extensive offering available. This has been
achieved by a great deal of hard work and tenacity from our
various teams which have stuck to the task of propelling us
through the toughest period that the semiconductor industry has
faced for many years. We feel that securing successes through
this tough period, that still has some time to run, will leave
the company in a very strong position. We believe the worst of
the market situation is behind us. While our royalty revenues
build up significantly over time, in the short term our financial
performance is primarily dependent on license revenues. The
continued high level of interest in our technologies and our
substantially increased order backlog provides a strong basis for
our future progress.

I would like to thank our shareholders for their continued
support.


Geoff Shingles
Chairman
19 May 2003

Chief Executive's Review

Business Update Overview

Over the last year and for the near future our technology
revenues have been and will continue to be largely driven by
license fees and associated customisation charges. It is very
encouraging that we have seen, and continue to see, significant
interest in our technologies and we have been able to convert a
number of these into commercial licensing contracts during the
year with partners such as Texas Instruments, Sharp, Intel,
Renesas (Hitachi & Mitsubishi Semiconductor merger) and Frontier
Silicon. As expected, royalty revenues in the year have been
modest with only one major SoC, namely the Chorus digital radio
device, currently in production.

With respect to the growing number of partner SoCs using our IP
cores, we have had our three key IP cores, namely PowerVR
graphics and video processor cores, META multi-threaded DSP/RISC
processors and our Ensigma Universal Communications Coprocessors
(UCC), successfully designed into ten SoCs. We anticipate that
these will reach production and start generating royalty income
within the next 6 to 18 months. We expect this to result in
improved royalty revenues during 2003/04, albeit from a low base,
with very significant royalty revenues starting to flow through
during 2004/05 and beyond.

It is our ability to combine our extensive range of novel and
efficient IP cores, competitive in their own right, enabling
complete SoC solutions that gives us very real uniqueness and
drives our progress. The fact that we are able to offer
"solution-centric" complementary IP cores in growing areas of the
market means that from the outset a significant proportion of our
customers tend to license multiple IP cores. This is also leading
to repeat business involving the same or other IP cores becoming
a feature of our business. Our business model is tailored to
encourage our customers to deploy multiple IP cores in the same
SoC through favourable package deals as per-chip content of our
IP cores increases. This approach makes a very attractive
proposition for our partners while maximising our royalty
revenues. Importantly, it also creates a real barrier to entry to
competitors with a single or small number of IP offerings.

Technology Development Update

Our strategy is centred on delivering a number of novel and
fundamental SoC-ready silicon IP cores that enable important
functionalities essential to a broad range of applications. It is
this approach that is enabling many new customer engagements and
a rapidly growing customer base for our three families of
fundamental technologies from PowerVR, Metagence and Ensigma.
During 2002/3 we made progress in all key areas of our business.

PowerVR now has a comprehensive set of visual IP cores in 2D/3D
graphics, digital video/TV, and display IP that can address the
requirements of many markets including mobile phone, PDA, digital
TV/set-top box, PC/console and arcade. Of particular importance
has been PowerVR MBX, our scalable graphics family that is
increasingly taking a leadership position in mobile, in-car, and
handheld gaming markets. This technology is being supported under
a number of key operating systems including SymbianOS, Windows CE
and Linux and is gaining the support of many content developers
as it is being widely adopted. Our standard and high definition
digital video engines and our latest advanced interlace-to-
progressive technologies have played a key role in securing
design wins in both the low-cost digital TV space and the next
generation of advanced flat-panel TV systems. The diversity of
our range of PowerVR graphics and video technologies has
attracted real interest from significant semiconductor companies
across a broad range of applications. Licensees for our PowerVR
range of IP cores now include Frontier Silicon, Hitachi, Intel,
Sharp and Texas Instruments. We continue to develop our next
generation advanced graphics technologies which keep our core
technology at the leading edge as well as allowing us to target
opportunities in the PC, console and arcade markets.

META, our RISC/DSP processor, is the second fundamental IP family
which, by virtue of its revolutionary multi-threaded
capabilities, is able to address the multimedia/audio,
communication and general processing demands of many modern and
emerging systems. META IP cores are supported by our industry-
leading CodeScape development tools as well as a range of
multimedia application software, such as personal and home audio,
ported/developed by Ensigma. META licensees include Digital One,
Frontier Silicon and Sharp.

Ensigma, in addition to providing the group with audio/multimedia
application software IP running on META, has developed the first
generation of the innovative and important Universal
Communications Coprocessor (UCC). This IP core offers
programmable, customisable, and multi-standard engines that can,
under a common architecture, address the requirements of a number
of radio and TV broadcasts (e.g. terrestrial, satellite and their
geographical variations), analogue TV standards (NTSC, PAL and
SECAM), emerging mobile digital TV formats, and wireless
communication standards (e.g. 802.11), which will be essential
for future home media communication. Looking to the future, an
example of the benefits of this technology is the concept of the
"universal TV" where a single programmable engine can be used to
implement many digital terrestrial and/or satellite reception
standards as well as traditional analogue TV processing. Such
flexibility has huge advantages when one considers the
geographical markets that a universal TV could address
efficiently and economically. As we deliver all aspects of this
technology over time and address the many broadcast and
communication standards, we believe this unique capability will
have far-reaching market implications. Ensigma technology has
been licensed by Digital One, Frontier Silicon and Sharp.

PURE Digital has become well established as a leading brand and
continues to do an outstanding job in pathfinding new markets,
demonstrating and promoting our technologies, and offering
engineering design capabilities to our partners and customers. It
achieves these objectives by using SoCs that our licensing
partners develop using our IP cores, in innovative and market
developing products. In July it launched the PURE EVOKE-1, the
first GBP99 digital radio, which used our own META and Ensigma
based DAB IP through our Frontier Silicon and Digital One
partnerships. This has attracted huge interest and we have
shipped a significant volume in order to drive the development of
this emerging market. The new PURE hi-fi DAB tuner, DRX-701ES,
again based on our own META and Ensigma IP, followed the standard
set by its predecessor and won the prestigious "What Hi-Fi? Sound
and Vision Tuner Product of the Year 2002" award. PURE Digital
will continue to showcase and deliver our IP in state-of-the-art
products including the latest portable "PocketDAB" radio, digital
radios with advanced capabilities and novel consumer AV ('Audio
Visual') products enabled by Frontier Silicon's Logie chip. In
the longer term, PURE Digital will enable wireless LAN home
products enabling linking of many home appliances that use our
technologies.

Market Exploitation Progress Update

During the last year, despite the tight market conditions, we
have made significant progress in developing our existing
partnerships and securing new customers for our technologies in
many markets. Our focus has been on the following areas:

Mobile Phone/PDA - We have made major progress in establishing
our mobile graphics family, PowerVR MBX, as an emerging standard
in these markets. We already have three major licensing partners
including the leader in the mobile chip market, Texas
Instruments, and Renesas who are using various members of the
PowerVR MBX family in their SoCs. The PowerVR MBX family of cores
is marketed directly by ourselves as well as by ARM for use with
ARM microprocessor cores and as part of ARM's PrimeXsys platform
solution. We are currently in discussion either directly or via
ARM with a number of other major players who are considering
using this technology.

Digital Video/TV - Many of our technologies including META,
PowerVR digital video and display IP cores, Ensigma UCC for
DAB/DVB have already been integrated in Frontier Silicon's
advanced SoC "Logie", our first SoC to address this area.
Frontier Silicon expects to have consumer products from OEMs in
the shops later in 2003. This super-integrated chip enables
digital TV/set-top box, DAB, DVD, and PVR (Personal Video
Recording) functionality to be integrated in a consumer product
without the need for any additional chips. In a further
development with Frontier, we are also designing an SoC with the
same advanced functionality to address the satellite TV market.
In general terms, we see two distinct areas of growth in the
digital TV market that we have aligned ourselves to. One is the
general and mainstream transition from analogue to digital TVs,
fuelled by non-subscription (e.g. Freeview) digital TV
transmission in many countries including the U.K. This trend
requires low cost digital TV solutions, either in the form of a
set-top box or as a digital-ready TV. The second is the emerging
flat-panel TVs based on LCD or plasma displays. This requires
advanced technologies that allow the traditionally interlaced TV
signals to be displayed in high quality progressive scan mode on
a flat-panel whilst maintaining and even enhancing the image
displayed. The high definition digital video decode and advanced
audio requirements of these market segments are well supported
with our IP offerings. We believe this growing market segment is
fertile ground for new or expanding partnerships.

Car Information System (CIS) - Car information systems are
increasingly demanding advanced 3D and 2D graphics for navigation
and dashboard applications. Renesas, a market leader, is already
well advanced in developing SoCs using our PowerVR technologies
to address this growing market. Discussions with other potential
partners are in progress and we expect to see further success
during the coming year.

Digital Radio & Audio - Our development partnership with Digital
One has led to the delivery of the Chorus SoC that combines our
META and DAB technologies. Despite serious competition, this
product marketed by Frontier Silicon has taken the vast majority
of the new and growing DAB market. Our multi-threaded META core,
its extensive peripherals and our Ensigma DAB technology have
resulted in Chorus' unparalleled competitive edge in terms of
super-integration, low-cost, low-power and audio quality.
Specifically the Chorus chip has enabled, for the first time,
sub-GBP100 digital radios and has achieved design wins with many
consumer audio manufacturers including Goodmans, Cambridge Audio,
Acoustic Solutions, Ministry of Sound and our own PURE Digital.
Frontier Silicon expects further design wins and progress in
consumer and automotive applications. We expect to play a
significant role in this market as it develops and as the volume
ramps up with mass adoption of digital radio at home, in-car and
on the move. Ensigma has launched the Personal Digital Audio
Platform (PDAP) for META, which enables portable audio/DAB
systems. This technology is available for Frontier Silicon's
Chorus chip and a number of consumer OEMs are developing products
based on this solution. We are also in discussions with a number
of potential partners who are interested in using the META core
in portable audio applications. The development of an Ensigma
home audio software platform targeting META is enabling
applications including surround sound.

Amusement and Gaming - Our partnership with Renesas and its first
customer Sammy is well advanced in this area. The project uses
many of our technologies including graphics, digital video,
display/TV and audio cores.

PC/Console - We are currently developing our next generation
advanced graphics technologies, which are a key vehicle for
taking our fundamental 3D technology forward and is also a
platform that allows us to target PC, console and arcade market
opportunities.
The Future

Our carefully targeted and innovative range of complementary IP
cores have been designed to enable us to effectively target
important growth markets with as comprehensive a solution as
possible. In particular we have managed to ensure that we have
unparalleled offerings for mobile phone/PDA graphics, digital TV,
digital radio/audio, and in-car navigation markets. As a result
and despite the difficult market conditions during financial year
2002/03, we have secured a number of significant partnerships
with world-leading players in our industry. These design wins
clearly endorse both our technology and our overall strategy. The
successes during the past twelve months have already secured us
many SoC design wins, which form a strong foundation for
significant future growth in our royalty revenues. Meanwhile, in
the short term our technology revenues will primarily be driven
by license and customisation fees. Whilst it is difficult to be
precise on timing, with our increasing range of 'off-the-shelf'
IP cores and our ongoing work to expand our IP offerings, we
believe that during the current financial year we will see
further significant partnerships and opportunities for exploiting
our technologies.

Hossein Yassaie
Chief Executive
19 May 2003

To see financials:
http://bankrupt.com/misc/IMAGINATION_TECHNOLOGIES.doc

CONTACT:  IMAGINATION TECHNOLOGIES GROUP PLC
          Phone: 01923 260 511
          Hossein Yassaie, Chief Executive Officer
          Trevor Selby, Chief Financial Officer

          COLLEGE HILL
          Phone: 020 7457 2020
          Matthew Smallwood
          Kate Pope


JURIE FINANCE: Joint Receivers Offer Business for Sale
------------------------------------------------------
Jurie Finance Limited, Auto Credit Trust Limited, Direct Car
Finance (Holdings) Limited and Others

Trading as Approved Car Finance (in administrative receivership)

Finance Providers and Used Car Dealerships

The Joint Administrative Receivers, Mike Jervis, Mike Gercke and
Rob Hunt, offer for sale the business and assets of this provider
of finance to the sub prime market and nationwide used car
dealership.

Principal features of the business include:

-- annualized turnover of in excess of GBP100 million

-- network of 15 dealership sites and three preparation centers

-- in-house call center

-- transport and logistics facility

-- specialized workforce of approximately 420 employees

CONTACT:  PRICEWATERHOUSECOOPERS LLP
          Plumtree Court, London EC4A 4HT
          Mike Jervis or Alison Tomb
          Phone: 020 7212 6157
          Fax: 020 7212 6800
          E-mail: Catherine.a.archer@uk.pwcglobal.com


KWELM COMPANIES: Schedules Ninth Annual Meeting on July 12
----------------------------------------------------------
Kingscroft Insurance Company Limited (formerly Kraft Insurance
Company Limited, Dart and Kraft Insurance Company Limited and
Dart Insurance Company Limited)

                            and

              Walbrook Insurance Company Limited

                            and

               El Paso Insurance Company Limited

                            and

             Lime Street Insurance Company Limited
        (formerly Louisville Insurance Company Limited)

                            and

            Mutual Reinsurance Company Limited

                   ("the KWELM companies")

Notice is hereby given that the ninth Annual Meeting of the
Scheme Creditors of the KWELM companies convened pursuant to
clause 8.1 of the Scheme of Arrangement will be held at 12.00
noon on Thursday July 10, 2003 at John Stow House, 18 Bevis
Marks, London EC3A 7JB, United Kingdom.

The Scheme Administrators' report on the conduct of the affairs
of the KWELM companies for the year to December 31, 2002 shall be
laid before the meeting.

Scheme Creditors may attend in person (or, if a corporation, by a
duly authorized representative) or they may appoint another
person, whether a Scheme Creditor or not, as their proxy to
attend in their place.  Forms of representation for use at the
said meeting, copies of the Scheme Administrators' report and the
Arrangement documents incorporating the terms of the Arrangement
are available on request to the Scheme Administrators at the
address set out below or electronically through the Internet at
http://www.kwelm.com

CONTACT:  CJ HUGHES and I D B BOND
          Scheme Administrators of the KWELM companies

          John Stow House,
          18 Bevis Marks,
          London ECA 7JB
          Phone: + 44 (0) 20 7645 4700
          Fax: + 44 (0) 20 7645 4777


KWELM COMPANIES: Issues Notice on Payment Percentages Revision
--------------------------------------------------------------
Notice of increase in payment percentages

Kingscroft Insurance Company Limited (formerly Kraft Insurance
Company Limited, Dart and Kraft Insurance Company Limited and
Dart Insurance Company Limited)

                            and

              Walbrook Insurance Company Limited

                            and

               El Paso Insurance Company Limited

                            and

             Lime Street Insurance Company Limited
        (formerly Louisville Insurance Company Limited)

                            and

            Mutual Reinsurance Company Limited

                   ("the KWELM companies")


The payment percentages have been revised as follows:

             Existing Percentage   Increase   Revised Percentage
Kingscroft         43%                8%            51%
Walbrook           34%                9%            43%
El Paso            48%                8%            56%
Lime Street        47%                8%            55%
Mutual             32%                6%            38%

Payment at the increased levels will commence in May 2003.

CONTACT:  CJ HUGHES and I D B BOND
          Scheme Administrators
          KWELM companies

          KWELM Management Services Limited
          John Stow House,
          18 Bevis Marks,
          London EC3A 7JB
          United Kingdom
          Phone: + 44 (0) 20 7645 4700
          Fax: + 44 (0) 20 7645 4777
          E-mail: kwelm@kmsl.co.uk


LE MERIDIEN: Lenders Highly Expected to Protect Value of Loan
-------------------------------------------------------------
Debt holders of Le Meridien said they would be "highly unlikely"
to accept reduced terms from Guy Hands, who is reportedly willing
to rescue the troubled hotel chain.

Mr. Hands is believed working on a rescue proposal that would
call on holders of GBP160 million of mezzanine debt, including
Lehman Brothers, to write off a substantial part of their loan.

"In this climate you must be joking," said one debt holder.

Observers believe some 20 more institutions, headed by CIBC World
Markets and Merrill Lynch, which hold about GBP770 million of
senior debt, are still likely to be asked to accept reduced
repayment terms, according to the Telegraph.

They too are believed apt to be stubborn in possible talks.

Some observers believe the stand could amount to an initial
negotiating position.

"Are they really going to let it go when there could be a
proposal to rescue something?" said one.

Japanese bank Nomura Holdings Inc., whose principal finance group
is headed by Mr. Hands, bought Le Meridien for GBP1.9 billion
less than two years ago. It remains the hotel group's majority
equity investor.

Le Meridien, meanwhile, confirmed it is in talks with its banks
and financial backers in response to questions over the state of
its finances.

The chain, which has 137 hotels in 56 countries, including
London's Waldorf Hotel and Grosvenor House, and Dublin's
Shelbourne hotel, said it was in "constructive discussions" with
banks and shareholders.

The hotel chain recently admitted it had been hit by the war in
Iraq and the SARS outbreak.


MARCONI CORPORATION: Schemes of Arrangement Effective Monday
------------------------------------------------------------
Marconi Corporation plc (London: MONI) confirms that the schemes
of arrangement for Marconi Corporation plc and Marconi plc became
effective earlier today [Monday]. Trading in Marconi Corporation
plc's shares, notes and warrants has begun on the London Stock
Exchange this morning following the successful completion of the
company's financial restructuring. Under the terms of the
restructuring GBP340 million of cash, an aggregate of GBP756
million (sterling equivalent) of senior and junior notes and 995
million shares in Marconi Corporation plc are being distributed
to scheme creditors.

'Today is a very significant day for Marconi and for everyone
associated with our company,' said Mike Parton, CEO of Marconi
Corporation plc. 'By supporting us over the recent, often
difficult period, our customers, staff, suppliers and new
shareholders have contributed to our reaching this important
milestone. Our emergence today with a significantly improved
financial position, substantial improvements in operating
performance and a sharper strategic focus on telecommunications
equipment and services allows us to look to the future with
greater confidence and optimism.'

Marconi Corporation plc will shortly be writing to shareholders
of Marconi plc, whose details were on the register of members at
the close of business on Friday 16 May, to confirm their holdings
of shares and, if applicable, warrants in Marconi Corporation
plc.

As previously announced on 14 March 2003, and following the
completion of the Group's financial restructuring, the
appointments of Kathleen Flaherty and Ian Clubb as non-executive
directors of Marconi Corporation plc have taken effect.

Ian Clubb will chair Marconi Corporation plc's remuneration
committee. Marconi Corporation plc can confirm that, having
included disclosures in its prospectus dated 31 March 2003, there
are no further details to be disclosed in respect of the newly
appointed directors pursuant to paragraph 16.4 of the Listing
Rules.

About Marconi Corporation plc

Marconi Corporation plc is a global telecommunications equipment,
services and solutions company. The company's core business is
the provision of innovative and reliable optical networks,
broadband routing and switching and broadband access technologies
and services. The company's customer base includes many of the
world's largest telecommunications operators.

The company is listed on the London Stock Exchange under the
symbol MONI.

CONTACT:  MARCONI
          Joe Kelly
          Phone: 0207 306 1771
         E-mail: joe.kelly@marconi.com
         David Beck
         Phone: 0207 306 1490
         E-email: david.beck@marconi.com

         Investor enquiries:
         Heather Green
         Phone: 0207 306 1735
         E-mail: heather.green@marconi.com


MARLBOROUGH STIRLING: 2002 Financial Results Below Expectations
---------------------------------------------------------------
At the Annual General Meeting of Marlborough Stirling plc, Huw
Evans, Chairman and Chief Executive, made the following
statement:

Results for 2002

'2002 was a year of contrast for Marlborough Stirling; although
the group underwent a major strategic transformation, our
financial results fell below our initial expectations.

The group was transformed by the successful completion of two key
strategic initiatives - the integration of Exchange FS into our
portfolio of services and strategy and securing the Sun Life
Financial of Canada (SLFoC) outsourcing contract. These
developments build on Marlborough Stirling's established strength
in life and pensions and mortgage point-of-sale and back office
administration systems. As a result of these developments, the
group now also possesses the UK's leading intermediary trading
platform in financial services and is able to demonstrate large
scale outsourcing expertise.

Our financial results reflected 65% growth in total turnover to
GBP121.0m (2001:GBP73.4m) including strong organic turnover
growth of 38%.  However, our adjusted operating profit declined
by 22% to GBP11.5m (2001: GBP14.8m).

Current trading

Trading in the early months of Marlborough Stirling's 2003
financial year has been reasonable but we continue to experience
delays in the signing of new customer contracts. The balance of
activity to date has been biased towards our outsourcing and
portal services businesses although we expect activity in our
software and consultancy business to increase as the year
progresses.  In the first quarter, outsourcing, software and
consultancy and portal services accounted for approximately 50%,
35% and 15% of total revenues respectively.

In outsourcing, our main focus is on completing the migration of
policies from SLFoC's legacy mainframe systems onto Lamda. The
migration of a further portfolio of around 50,000 policies was
completed on schedule in March 2003. The final portfolio of
approximately 250,000 policies is on schedule to complete
migration around the end of the third quarter of the year. This
outsourcing capability provides an excellent reference site and
ensures we are well placed to secure similar new contracts in the
future.

Business review work for SLFoC has increased in the first half of
2003. Elsewhere in outsourcing, performance in the early stages
of the GE Pensions contract is in line with our expectations and
there have been other encouraging developments that will have a
modest but growing financial effect as the year progresses. These
include our selection as preferred supplier to provide our first
Isle of Man based outsourcing contract, to the offshore arm of a
major UK life and pensions company, using our Genesis Life
software system. In addition, the recent launch of Otter Risk
Solutions extends our range of outsourcing services to include
underwriting and claims risk management.

Our portal services business has maintained a robust performance
at a time of particular difficulty for the IFA market. Revenues
in 2003 to date have been higher than in the second half of 2002
but slightly lower than the comparable period in 2002. As at 30th
April 2003 Exweb had 18,040 registered users (31st December 2002:
18,270).

We have commenced the investment to develop Exweb into a broad
service electronic trading platform. This is expected to bring
longer term returns with an investment in 2003 of around GBP3m
resulting in additional revenues from 2004 onwards. Exweb's
capabilities are being extended to provide new services such as
more comprehensive electronic new business processing, online
product valuations, an integrated client database providing a
single view of clients' personal and policy details and a single
password and entry point to all participating product providers.
The new service will be branded Exweb Gold and be available to
IFAs at an increased subscription level.

We are in the final stages of securing formal support from a
number of major product providers for Exweb Gold. This support
will be reflected through medium term contracts relating
primarily to both quotation and electronic new business
processing transaction services.

Our software and consultancy business has had a relatively quiet
start to the year. Although we have commenced a number of new
pieces of work we have continued to experience delays in the
approval of certain new contracts. We are experiencing strong
interest in our recently developed straight through processing
solution for life and protection products, based on the combined
capability of Exweb and Lamda, and also for our Omiga mortgage
software in Canada. These two examples start to show the benefit
of a more focused approach to product marketing which we have
introduced in the first quarter and which we expect to improve
revenues in the second half of 2003.

Outlook

Our visibility for 2003, in terms of contracted and recurring
revenue, currently amounts to approximately GBP95m, including
over GBP50m in the first half of the year. Our turnover mix
should develop through the year such that outsourcing, software
and consultancy and portal services make full year contributions
to total turnover of approximately 45%, 40% and 15% respectively.
This is based on
expected growth in software turnover, in part reflecting a number
of instances where the group has started earning meaningful
revenues prior to full contract signature. It also reflects an
expected reduction in outsourcing's contribution as the year
progresses as the migration phase of the SLFoC contract concludes
and the completion of certain pieces of business review work.

The previously announced relocation of employees based in our
Halesowen office will result in approximately 50 employees
leaving the group by the end of June. Further, as disclosed at
the time of our 2002 final results, approximately 50 further
employees are leaving the group by the half year as a result of a
voluntary redundancy programme implemented as a final stage in
our recent reorganisation programme. These processes are expected
to lead to a reorganisation charge of around GBP2m in the current
half year and result in annualised savings of over GBP3m from the
second half of 2003.

The outcome and phasing of earnings for the year is expected to
be influenced by a number of factors. We expect somewhat higher
revenues in the second half of the year than the first half and
software and consultancy revenues in particular to grow as the
year progresses. In addition, we expect cost reductions to
enhance our financial performance towards the end of the year as
the effects of our recent reorganisation and the conclusion of
key aspects of our outsourcing contract for SLFoC become evident.
Taken together, these factors mean that margins and profits will
be biased substantially towards the second half of the year.

We are confident that we remain at the heart of our clients'
strategic development and look forward to delivering value to our
clients, shareholders and employees based on this strong market
position.'

CONTACT:  MARLBOROUGH STIRLING
          01242 547000
          Huw Evans, Chairman and Chief Executive
          Bob Beveridge, Finance Director

          CITIGATE DEWE ROGERSON
          Phone: 020 7638 9571
          Toby Mountford
          Phone: 07710 356611
          Alex Brown
          Phone: 07949 245956


NEW MEDIA: Plans to Further Raise Up to GBP2 Million in Equity
--------------------------------------------------------------
-- Placing of 6,929,070 new ordinary shares

-- Proposed further placing of up to GBP2m of new equity

Trading statement

Due to a number of factors including the delay of several
theatrical releases, the effect of war on several clients and the
general poor performance of the video games industry over
Christmas 2002, the directors of NMI ('the Directors') expect to
report turnover for the year ended 30 April 2003 approximately 25
per cent. lower than that achieved in the previous financial
year. The Directors expect that this will result in greater
losses being incurred for the current financial year than those
incurred in the financial year ended 30 April 2002.

Despite the persistence of extremely difficult trading conditions
with the marketing services sector, NMI continues to make
significant new business wins and progress with current clients
across all of its business units.

The Directors consider that the most critical issue facing the
Company is a severe volatility in client spend both in terms of
quantum and timing. The Directors are pleased to confirm that, as
referred to in the Company's interim results for the six months
ended 31 October 2002 released on 31 January 2003, it has
increased its debt facilities to GBP3,000,000 giving the Company
additional headroom in a period when working capital utilisation
has increased due to restrictions being imposed on NMI regarding
its credit terms with major suppliers.

Placing and proposed placing of new shares

The Company also announces that it has raised GBP175,726 through
the placing of a total of 6,929,070 new ordinary shares of 1p
each ('Ordinary Shares') with investors ('the Placing Shares')
(under the authority approved by shareholders at the last AGM),
5,929,070 Ordinary Shares having been issued at a price of 2.5p
per share and 1,000,000 Ordinary Shares at a price of 2.75p per
share. The Placing Shares represent approximately 8.17 per cent.
of the Company's existing issued ordinary share capital. The
Company is to apply for the Placing Shares to be admitted to
trading on AIM (Admission').

In addition, the Company is proposing to raise up to GBP2m by the
placing of further new Ordinary Shares with investors ('the
Further Placing'). The Further Placing will require shareholders'
approval at an extraordinary general meeting to, inter alia,
disapply pre-emption rights. A further announcement will be made
as soon as is practicable and a circular will be dispatched to
shareholders when the terms of the Further Placing have been
finalized.

The Directors are of the opinion that the Placing and the Further
Placing are required so as significantly to increase the
Company's working capital in order to take advantage of upcoming
trading opportunities, and to provide further comfort levels in a
difficult market environment.

Subject to completion of the Further Placing, the Directors are
confident that any prior constraints on investment and working
capital have now been satisfactorily resolved, positioning the
Company for further growth.


PO NA NA: Luminar Chief Rules Out Management Buyout for Group
-------------------------------------------------------------
Luminar chief Stephen Thomas has said he would not be bidding for
the properties of bankrupt rival Po Na Na as trading conditions
in its operations remain stagnant.

The night club operator had a 5.2pc fall in pre-tax profits to
GBP53.7 million in its preliminary results for the 52 weeks ended
March 2, 2003, according to Mr. Thomas.  He added he was not
contemplating a management buyout for the group.

Po Na Na has at least 15 under performing sites it is unable to
sell after expansion plans in the north of England failed.

The group has a GBP1 million shortfall in working capital through
the loss-making sites.

Administrators at Grant Thornton are expected to conduct a fire
sale of 15-25 sites and to sell the rest of the business as a
going concern.

Po Na Na management, led by founders Christian Arden Rob Sawyer,
which held 40% of shares, is expected to bear the biggest loss
from the collapse.

CONTACT:  PO NA NA GROUP PLC
          200 Fulham Road
          London
          SW10 9PN
          Homepage: http://www.ponana.co.uk/lowres.htm


ROYAL MAIL: Postcomm Proposes Access Arrangements for U.K. Mail
---------------------------------------------------------------
Postcomm on Monday sought views on arrangements to allow U.K.
Mail Ltd, an independent postal company owned by Business Post
Plc, to use Royal Mail to provide final delivery of its post.

Once it is in place, the arrangement will enable U.K. Mail to
collect mail from its customers, transport it to its Birmingham
hub, and from there transport it direct to Royal Mail's 1,400
delivery offices for final delivery by postmen and postwomen
along with the mail they already handle.

The access arrangements, as they are called, have been proposed
today [Monday] in a formal Notice of a proposed direction by
Postcomm after the two parties were unable to agree terms between
themselves. The prices proposed by Postcomm range from 11.46p up
to GBP4.06 depending on the weight of the letter or package and
the work done by U.K. Mail. The proposed prices would allow Royal
Mail to recover a 6% operating profit from this business by 2006.

More information on the proposals - including price details - is
in the summary of the Notice, which is attached.

Graham Corbett, chairman of Postcomm said:

'This is a crucially important step in opening up the postal
market in a way which supports the universal service. To make
access work, we have had to ensure that Royal Mail and UK Mail
both have a business proposition that they will want to develop.

'We are aware that Royal Mail is sensitive to loss of volumes.
But if the price is pitched too high that would not only deter
the development of effective competition, but in due course drive
competitors to set up alternative delivery networks, leading to a
much riskier market for Royal Mail and everyone else.

Conversely too low a price would be damaging to Royal Mail and
discourage them from developing the access market.

'We believe we've got this balance right, but because the
decision is going to have far reaching implications it is
important for us to hear now what both parties and others think
about these proposals.

'We want this to be the first step in establishing generic access
arrangements.

This will enable postal competition to develop more rapidly,
providing more choice for users and opportunities for Royal Mail
to offer an attractive final delivery service in an expanding
market.'

U.K. Mail wants to offer a guaranteed two-day delivery service
for business customers. It would pre-sort the mail and deliver it
to Royal Mail's 1,400 delivery offices, where it would be further
sorted into 'walks' by Royal Mail's staff before delivery.
Alternatively U.K. Mail will be able to insert mail into the
network at major mail centres, from where it would be transported
by Royal Mail vehicles to delivery offices. The proposed
direction provides a range of prices by weight for both options.

BACKGROUND

Why Postcomm is doing this

Under Condition 9 of its licence, Royal Mail is required to
negotiate access to its postal facilities with licensed operators
or users. If Royal Mail and the access seeker are unable to agree
terms, then either party can request that Postcomm makes a
determination. U.K. Mail wrote to Postcomm on 11 April 2002
requesting a determination.

How access will work

UK Mail aims to pick up bulk business mail, sort it into
localities and then transport it to Royal Mail's 1,400 delivery
offices throughout the country.

There, Royal Mail postmen and women would sort it to streets and
house numbers and deliver it. Alternatively, for a slightly lower
price, the mail can be inserted into the network at major mail
centres from where it would be transported by Royal Mail vehicles
to delivery offices. The lower price reflects the fact that such
mail centres machine-sort much of their mail, which costs Royal
Mail less than hand sorting.

What Royal Mail can charge to deliver U.K. Mail's letters

For each letter weighing less than 60 grams, Postcomm proposes
U.K. Mail pays Royal Mail a price of between 11.46p and 13.01 p,
depending on the point of access (i.e. delivery office or inward
mail centre) and the amount of sorting already done. The price
increases with the weight of the mail, up to a maximum of around
GBP4 for a package weighing 1750-2000 grams. Our calculations
show that the wholesale operating profit on access business in
2005-6 is likely to be around 6% of turnover, taking into account
the efficiencies flowing from Royal Mail's renewal plan.

Access and the universal service

A universal postal service of at least one collection and
delivery every weekday at a geographically uniform price is a
legal requirement and Postcomm has the task of safeguarding it.
Postcomm does not expect these access proposals to have any
significant effect on Royal Mail's ability to provide the
universal service.

If they did, there are safeguards that allow either party, with
Postcomm's consent, to vary the contract to increase the access
price. Alternatively, Postcomm could reopen Royal Mail's price
control and provide extra funding to ensure the universal service
continues. In setting Royal Mail's price control, we have already
taken account of a range of scenarios on access, and we are
satisfied that the financial position of their mails business is
robust.

Changes to access arrangements

Royal Mail or U.K. Mail may propose a variation to the agreement.
If the parties cannot agree then Postcomm may determine whether
it should have effect.

This is the first Postcomm could just have issued a Notice to
Royal Mail setting out the terms under which Royal Mail should
allow U.K. Mail access to its network. Because this is the first
access determination by Postcomm, the Notice is also being made
public and Postcomm is inviting interested parties to comment.

At the end of the consultation period in August, Postcomm will
decide whether or not to proceed to the final direction, or
whether, if there should be a material change to the proposal, to
give notice of an amended proposal.

                     *****

The formal Notice, Notice of a proposed direction to Royal Mail
on downstream access by U.K. Mail to Royal Mail's postal
facilities is published today [Monday] on Postcomm's website.
Responses are requested by 20 August 2003. Printed copies will be
available shortly from Postcomm at 6 Hercules Road, London SE1
7DB.

Postcomm - the Postal Services Commission - is an independent
regulator. It has been set up to further the interests of users
of postal services. Postcomm's main tasks are to:

-- Seek to ensure a universal postal service at an affordable
uniform tariff

-- Further the interests of users wherever appropriate through
competition

-- License postal operators

-- Control Royal Mail's prices and quality of service

-- Give advice to Government on the future of the post office
network.

Postcomm's policies are steered by a board of seven
commissioners, headed by the chairman, Graham Corbett CBE.

CONTACT:  POSTCOMM
          Chris Webb
          Phone: 020 7593 2114
          Mobile: 07779 635881
          E-mail: webbc@psc.gov.uk

          Jonathan Rooper
          Phone: 020 7766 1210
          Pager: 07693 352732
          E-mail: E jonathan.rooper@cardewchancery.com


TRINITY MIRROR: Appoints Waddell New Editor at Daily Record
-----------------------------------------------------------
Trinity Mirror announced that Bruce Waddell has been appointed as
Editor of the Daily Record. He succeeds Peter Cox who has left
the company.

Bruce Waddell, 44, is currently Editor of the Scottish Sun.

Mark Hollinshead, Managing Director Daily Record and Sunday Mail
Ltd., said: "Bruce has enormous experience in Scotland and has a
deep understanding of the marketplace. I am delighted he is
joining our team.

"I would like to thank Peter for his contribution and wish him
well for the future."

Bruce Waddell said: "The Daily Record is the daily newspaper of
Scotland. Its heritage and market-leading position gives it
unique status, and this is a tremendous opportunity for me to be
involved in keeping the Daily Record out in front of its rivals."

                     *****

Trinity Mirror's flagship title Daily Mirror has suffered from a
significant decrease in circulation following a disastrous price
war with U.K.'s best-selling paper, the Sun.

According to the Financial Times, the stance of the Daily Mirror
editor, Piers Morgan, to take a harsh anti-war stance before and
after hostilities in Iraq broke out has also been blamed for the
drop in readership.  Mr. Morgan decided to focus on "hard news"
and less on celebrity gossip following the September 11 attacks.

In an effort to increase circulation, Ms. Bailey plans to cater
to the taste of readers who live outside London.  Part of the
move is highlighted by the 14-day summer diet program featured on
the paper's Monday edition.

                                  ************

       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-
published by Bankruptcy Creditors' Service, Inc., Trenton, NJ
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.

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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