---

            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 28, 2003, Vol. 4, No. 104


                              Headlines


* C Z E C H   R E P U B L I C *

PLZENSKA BANKA: Czech National Bank Withdraws Banking License
UNION BANKA: Former Clients Transfer CZK1BB Deposits to GECB

* F I N L A N D *

FINNAIR PLC: To Cut Bangkok Flights Due to Very Weak Demand

* F R A N C E *

PERNOD RICARD: Sells its Cavaldos Business to La Martiniquaie
SUEZ S.A.: Rejects Unsolicited Offer for Fabricom Operations

* G E R M A N Y *

ALLBECON AG: On Growth Track Abroad; Domestic Ops Drive Loss
COMMERZBANK AG: Possible Merger with HVB In Near Future--Chairman
COMMERZBANK AG: Wants to Post Full Year 2003 Operating Profit
DEUTSCHE BAHN: Posts Operating Loss of EUR12M in First Quarter
MOBILCOM AG: Prices Freetnet Holdings at More Than EUR200 MM

PROSIEBENSAT.1 MEDIA: Shareholder Presses for Takeover Offer
WCM: Reports Negative Results in Ordinary Business Activity

* I R E L A N D *

AIB PLC: Sues Two US Banks Over Last Year's GBP400MM Fraud

* I T A L Y *

TELECOM ITALIA: Shareholders Approve Olivetti Merger Plan

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

PERFETTI VAN: Reorganizes Production in Netherlands to Cut Costs

* S P A I N *

IZAR: Government Funding Under Scrutiny from Antitrust Regulator

* S W E D E N *

TELIASONERA: Workforce Reorganization Affects 700 Employees

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

SWISS LIFE: Sells STG Schweizerische to LGT Group for CHF197 M PR

* U N I T E D   K I N G D O M *

AMEY PLC: Announces Disposal of Amey Vectra Limited to Volvere
AMEY PLC: Ferrovial Servicios Announces Recommended Cash Offer
ARC INTERNATIONAL: Receives Tender Offer by WestLB Panmure
BRITANNIC PLC: In Discussions Regarding Sale of Mortgage Arm
BRITISH AIRWAYS: Virgin Rules Out Idea of Selling Itself to BA

BRYANSTON INSURANCE: To Hold Meetings for Scheme Creditors
EMI GROUP: Executives in Disagreement Over Planned Acquisition
ENRON METALS: Schedules Scheme Creditors Meeting for June 12
GLAXOSMITHKLINE PLC: Pay Policy Could Force US Merger--Sources
GWR GROUP: Agrees To Sell Hungarian Businesses For GBP18 Million

GWR GROUP: Reports Preliminary Results for Year Ended March
GWR GROUP: Sells its 49% Holding In VRSL for GBP17.6 Million
INVENSYS PLC: In Brink of Selling Baan to General Atlantic
LE MERIDIEN: RBS Might Allow Another Company to Run Shelbourne



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


PLZENSKA BANKA: Czech National Bank Withdraws Banking License
-------------------------------------------------------------
The Czech National Bank withdrew Plzenska Banka's banking license Friday,
two and a half months after it closed branches to clients and stopped all
payments and card transactions.

Spokesman for the bankruptcy assets administrator Jiri Fiedor said the CNB
announced to the administrator Luda Sabatova that it has removed the
bankrupt bank's license to operate in line with the relevant passages of the
law on banks.

Administrative proceedings on the removal of the license were launched on
March 20 due to non-payment of liabilities and on the failure of the bank to
comply with capital requirements set by CNB.

Fiedor said a petition for bankruptcy was filed by Plzenska's management on
March 31 following the closure of its one and only outlet in Plzen.  This
was after the bank lost a suit alleging misappropriation of funds against
investment company AKRO.

The ruling from the court in Hradec Kralove on March 10 that the Plzenska
must pay a claim of CZK2.15 billion to Akro, which administers the CS funds
whose assets had been siphoned out, caused the capital adequacy of the bank
to fall far below the lowest limit set by CNB.

Meanwhile, the Czech Happenings news agency reported that GE Capital Bank,
which also manages the compensation payments of bankrupt Union Banka, was
picked by the Deposit Insurance Fund to carry out payments to the clients of
Plzenska Banka.  First payments of the insured part of the deposits will
start on Saturday, June 7.

A total of 1,900 clients, whose deposits amount to CZK135 million, can claim
the compensations. They are entitled to 90% of their deposits at a maximum
of EUR25,000.

DFV's Pavel Trnka assured that the payment of CZK150 million is not a
problem for the fund.

CONTACT:  PLZENSKA BANKA A.S.
          Nam. republiky 16
          30622 Plzen
          Phone: 019/7235 354-59
          Fax: 019/7235 936


UNION BANKA: Former Clients Transfer CZK1BB Deposits to GECB
------------------------------------------------------------
Some of the 23,000 former clients of Union Banka who have transferred or
withdrawn their deposits from the recently bankrupt Ostrava-based bank
transferred deposits amounting to CZK1 billion to GE Capital Bank.

The Prague Business Journal reported that out of a total of CZK2.6 billion
deposits that were transferred or withdrawn CZK1 billion were moved to GECB.
The number of clients who opened their accounts due to the failure of UB is
not yet available, however.

GECB was assigned to carry out payment of compensations to the clients of
UB.  On the first day of payment last May 17, Saturday, 7,700 clients were
paid CZK750 million in compensation for their deposits.  Most of the
transactions were completed through bank transfers.

According to TCR-Europe, some 109,000 individuals and several thousand
companies will have to be paid, with some 20,000 clients having deposits
higher than the insured EUR25,000.  Deposits worth about CZK15 billion have
been frozen at Union Banka.

These clients are entitled to 90% of their deposits of a maximum of close to
CZK800,000.

The Deposit Insurance Fund (FPV) had to obtain a syndicated loan to
compensate all depositors.  It only had CZK9.7 billion at its disposal and
had to borrow CZK3 billion for the payment of Union Banka clients.

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

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



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


FINNAIR PLC: To Cut Bangkok Flights Due to Very Weak Demand
-----------------------------------------------------------
Finnair is cutting three weekly flights on the Helsinki-Bangkok route in
June. At the same time onward flights from Bangkok to Singapore and Hong
Kong will be cut.

After the reduction in frequencies, flights from Helsinki to Bangkok will be
operated on Tuesdays, Thursdays, Fridays and Sundays. The Friday flight
continues from Bangkok to Hong Kong with the other three flights continuing
to Singapore. Normal daily flights to Bangkok will be resumed in July. The
World Health Organisation removed Hong Kong from its travel advisory list
last week.

"Demand for the Bangkok route is very weak in June. We are directing demand
to a smaller frequency of flights meaning that we can keep the route
profitable. Cargo demand for Bangkok, Singapore and Hong Kong is still high,
but this is not enough to keep the route in the black with the current
number of frequencies," explains Vice President, Network Strategies and
Management Petteri Kostermaa.

Last week Finnair changed the number of Beijing flights to one weekly from
the original five weekly flights. The new Osaka route will be launched at
the beginning of June and plans for opening the Shanghai route are going
ahead. In addition, there will be three weekly flights to Tokyo during the
summer months instead of the normal two flights.

CONTACT:  FINNAIR PLC
          Petteri Kostermaa
          Vice President, Network Strategies and Management
          Phone: +358 9 818 8504



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


PERNOD RICARD: Sells its Cavaldos Business to La Martiniquaie
--------------------------------------------------------------
Pernod Ricard on Monday announces that it has sold its calvados business,
Distillerie Busnel, to La Martiniquaise. The sale epitomises Pernod Ricard's
drive to refocus on its top-priority brands and markets. It also enables La
Martiniquaise to consolidate its calvados operations in France and to take
the number-one position in this market.

Pernod Ricard remains the exclusive distributor for the Anee, Busnel,
Beaujour and Lancelot brands in the on-trade market in France, and also
distributes Busnel to leading export markets.

Distillerie Busnel sold 1.45 million liters of calvados in 2002, generating
sales of EUR7 million.

                     *****

Pernod Ricard sales excluding Wine & Spirits contracted from EUR547 million
to EUR27 million, reflecting a withdrawal from non-core businesses.

As a result, consolidated sales were down 37.8% to EUR740
million.

CONTACTS:  PERNOD RICARD
           Patrick de Borredon, Investor Relations
           Phone: +33 (0)1 41 00 41 71


SUEZ S.A.: Rejects Unsolicited Offer for Fabricom Operations
------------------------------------------------------------
French utilities group Suez dismissed the prices offered for its Fabricom
energy and mechanical services business by industrial groups and financial
institutions as "not interesting," and promptly rejected what is called a
series of "spontaneous" bids.

Interested buyers who offered unsolicited bids are understood to have
included Vinci, the French construction and property group; Bouygues, the
French construction and media company; CVC Capital, Paribas-PAI; and Clayton
Dubilier, according to the Financial Times.

Analysts valued the portfolio of activities of the subsidiary, which
specializes in the construction, management and maintenance of electrical
and mechanical plants and systems, at EUR3 billion.

Fabricom employs about 40,000 people grouped in various units in France, the
Netherlands, Belgium and the UK.  It has total annual revenues of about EUR4
billion.

Suez, which is currently restructuring its business to reduce debts by a
third at the end of next year, said it did not need to sell off assets,
according to the report.

The company aims to reduce debts totaling EUR2 billion at the end of last
year to around EUR18 billion by the end of next year. After a string of
disposals, it now only has some EUR2.6 billion debt to cut to meet
restructuring targets after trimming down debt by EUR5.4 billion.

The bids were understood to have sought advantage of the company's asset
disposal strategy, according to the report.



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


ALLBECON AG: On Growth Track Abroad; Domestic Ops Drive Loss
------------------------------------------------------------
In the first quarter of 2003, consolidated sales at the staffing-management
and temporary-employment specialist Allbecon AG stood at 31.1 million EURO,
slightly exceeding prior-year levels (Q1/2002: EUR30.1 million).

The driving force behind this improvement is the 20.3% growth in
international sales to EUR17.5 million (Q1/2002: EUR14.6 million).

With international business strong, the staffing-services provider succeeded
in improving first-quarter sales slightly despite the 17.2 % drop in sales,
to EUR13.5 million (Q1/2002: EUR16.4 million), in the tough domestic market.

The international subsidiaries accounted for 56.3 % of sales (Q1/2002:
47.1%).

Losses cut

Its earnings before interest, taxes, depreciation and amortization (EBITDA)
was 33.8% higher than the prior-quarter figure, reaching -EUR1.1 million
(Q1/2002: -EUR1.7 million).

The company's unsatisfactory domestic performance led to the loss; the
international subsidiaries, on the other hand, managed to produce a balanced
EBITDA altogether. Earnings for the period ran at -EUR3.0 million, and thus
slightly below the prior-year level of -EUR2.9 million EURO. Sales,
year-on-year changes to sales and EBITDA break down by country as follows
(in accordance with IFRS):

Germany: EUR 13.6 million (-17.2%)/- EUR 1.2 million (+15.4%)
Spain: EUR 12.4 million (+9.6%)/+ EUR 0.6 million -9.2%)
Italy: EUR 2.4 million (+4.3%)/- EUR 0.2 million(+30.7%)
Switzerland: EUR 2.6 million (+202.6%)/- EUR 0.3 million (+51.3%)

Poland: EUR 0.02 million (n/a)/- EUR 0.03 million (+30.2%)

Forecast remains the same

Despite the continued difficulties presented by the domestic market
environment, the Board of Management remains by its forecast of keeping
sales at prior-year levels and again generating a slightly positive EBITDA.

CONTACT:  ALLBECON AG
          Jutta Hubener
          Phone:  +49 (0) 211 86 29 86 - 19


COMMERZBANK AG: Possible Merger with HVB In Near Future--Chairman
-----------------------------------------------------------------
A possible merger of Commerzbank with HVG Group could take place in 12
months at the earliest, Commerzbank AG's chairman Klaus-Peter Mueller told
DM-Euro monthly magazine.

Mr. Mueller, though, wants to keep all options for the future of the company
open, according to the report.

He is confident that after 12 months Commerzbank "will have created the
preconditions for an appropriate profitability."

"Nothing speaks in favor of a marriage with HVB until then," he said.

Ex-CEO and head of the Commerzbank's supervisory board Martin Kohlhaussen
previously clarified the bank is currently not in talks with HVB Group over
a possible combination.

He was reported to have said Commberzbank's share price is "very
unsatisfactory" and the danger of a takeover "very big".

According to him, the bank's share price doesn't fully reflect Commerzbank's
improved earnings yet, making the Frankfurt-based bank an interesting
takeover target.

A Frankfurt banking source, however, said he does not believe Germany's
third-largest bank will attract offers until it fully recovers, according to
Dow Jones.

Commerzbank recently reversed its first annual loss in 2002 with net profit
of EUR3 million in the first quarter.

Meanwhile, Mr. Mueller in the DM-Euro report said: "When the stock markets
become more active again, earnings will bubble again."

Commerzbank plans to strengthen its position in retail banking and is
interested in any private bank that is for sale, Mueller said.

Mr. Mueller also disclosed that the sale of Commerzbank Asset Management
Italia unit is well advanced and the unit will be divested "in the coming
weeks."

He as well said that as part of the restructuring efforts he was "not able
to exclude" redundancies, because "that is the correction of
overcapacities."

But further jobs in investment banking will not be cut, after the unit has
been scaled down and started well into the second quarter, he said.


COMMERZBANK AG: Wants to Post Full Year 2003 Operating Profit
-------------------------------------------------------------
Management board chairman Klaus-Peter Mueller said Commerzbank expects to
post a full year 2003 operating profit, according to Frankfurter Allgemeine
Zeitung.

"This year, we want to be in the black on an operating level, which is after
risks provisions but before restructuring costs," Mr. Mueller told the news
agency.

Commerzbank recently reversed its first annual loss in 2002 by posting net
profit of EUR3 million in the first quarter as what it predicted earlier
this year.  Its pretax profit was EUR38 million despite booking a EUR104
million restructuring charge.  Pretax loss was EUR372 million in 2002.

The boost in profit was made possible as cost cuts took hold and
lending risks eased.

Chief financial officer Axel von Ruedorffer early this month said the bank
will not give forecast for the coming quarters or for the full year.


DEUTSCHE BAHN: Posts Operating Loss of EUR12M in First Quarter
--------------------------------------------------------------
German railway company Deutsche Bahn defied expectations by posting a
lower-than predicted operating loss of EUR12 million in the first quarter of
2003 last week.

The company, which lost EUR82 million in the first quarter of last year, had
earlier expected a EUR138 million loss.  It said revenues in the quarter
were slightly higher at EUR 3.79 billion.

The report came out within the week that Deutsche Bahn dismissed two top
executives after a new fare system launched last year failed to boost
earnings and resulted in a fall in passenger numbers.

Deutsche Bahn announced Hans-Gustav Koch, the head of the marketing, and
Christoph Franz, the passenger-services chief were leaving the company's
board due to "a lack of acceptance for certain elements of the new price
system for long-distance travel."

The company previously planned to change its pricing system, according to
German newspapers.  It is reportedly considering plans to allow the railway
to cut fees for canceling tickets and to introduce more flexibility in rail
booking procedures.


MOBILCOM AG: Prices Freetnet Holdings at More Than EUR200 MM
------------------------------------------------------------
MobilCom AG challenged any buyer for freenet holdings to offer more than
EUR200 million, although it has not so far received any concrete bids.

Management board chairman Thorsten Grenz told the news agency any buyer who
is interested in its 76% stake in Freenet must be prepared to pay "clearly
more than EUR200 million".

The stake is currently deposited as a bank security for a EUR140 million
loan MobilCom had taken.

Freenet in April completed the takeover of MobilCom's fixed-line business
for EUR35 million.

MobilCom said the main reason for the sale is the exploitation of synergies
between fixed line and Internet business.

In a statement MobilCom said: "Improved integration of these two fields will
increase efficiency and thus reduce costs. In addition, infrastructure
investments planned by freneet.de mean guaranteed competitiveness in the
long term.

With this sale, MobilCom increases the value of its freenet.de holding at
the same time as putting itself in a position to reduce its current debts
sooner than planned if necessary."

Freenet.de AG said it will be investing around EUR 25 million in network
extension over the next 12 to 18 months.

"For 2004, the first full business year following the takeover, freenet.de
AG expects revenues to exceed EUR 600 million and over EUR 75 million in
earnings before interest, taxes and depreciation/amortization (EBITDA),"
freenet said.


PROSIEBENSAT.1 MEDIA: Shareholder Presses for Takeover Offer
------------------------------------------------------------
Boston-based K Capital Partners is pressing to force Hollywood investor Haim
Saban to make an offer for the outstanding shares of broadcaster
ProSienbenSat.1 Media AG, in which it has an 8% stake.

The hedge fund has sought power to compel the investor by asking the
Germany's securities regulator BaFin to allow it to participate in reviewing
Mr. Saban's appeal to be exempted from making the offer.

The American entrepreneur in March bested publisher Bauer in the race to
acquire the media broadcaster being auctioned by bankrupt KirchMedia.

The transaction triggers mandatory takeover offer to all other shareholders
under German takeover law.  The ruling mandates that any investor whose
holding rises above 30% of a listed company's equity has had to tender for
the outstanding shares, at least matching the original offer price.

Mr. Saban is buying a 36% stake in ProSiebenSAT.1 for EUR525 million (US$590
million), which, by virtue of the broadcaster's dual share structure, grants
it 72% of the votes, and effectively puts it beyond the level that triggers
a mandatory offer.

But Angeles-based Saban Capital in April asked BaFin to exempt it from the
rule, citing ProSiebenSAT.1's financial troubles as the reason for the
exemption granted under "Section 9" of the law.

The German broadcaster is a restructuring case, the lawyers previously
asserted in its filing.

Munich-based ProSieben reported sales down 6% to EUR1.9 billion last year.
Profit went down 81% to EUR12.6 million.

It is believed that the exemption could save Mr. Saban and his bidding
partners between EUR400 million and EUR500 million.

"K Capital now wants to take part in reviewing the application for
exemption. It asked BaFin once, was rejected, appealed and was rejected
again by BaFin," a Morgan, Lewis & Bockius LLP attorney for K Capital, who
asked not to be named told The Deal.

K Capital hopes Frankfurt's district court, the Oberlandesgericht, will
force BaFin to allow it to participate, giving it the chance to help reject
the proposal, the attorney said, according to the report.

BaFin maintained that a hardship exemption--which the regulator said is
determined on an individual basis and doesn't necessarily rely on profit
figures--may be allowed but outsiders aren't allowed into the review
process.

The regulator refused to comment directly on the ProSieben case, according
to the report.


WCM: Reports Negative Results in Ordinary Business Activity
-----------------------------------------------------------
WCM states that the result of ordinary business activity in the group in the
first quarter of 2003 was minus EUR 15 million compared with EUR 3 million
in the previous year. Of this, minus EUR 1.25 million was generated by the
Property division and minus EUR 13.82 million by the Equity Holdings
division.

EBITDA in the Property division improved to EUR 23.5 million after EUR 22.7
million in the previous year. In the Equity Holdings division EBITDA was EUR
1.4 million, after EUR 14.6 million in the previous year.

Frankfurt am Main, 26 May 2003

The Management Board



=============
I R E L A N D
=============


AIB PLC: Sues Two US Banks Over Last Year's GBP400MM Fraud
----------------------------------------------------------
Allied Irish Bank, whose subsidiary Allfirst Financial lost US$691 million
in foreign exchange due to dealings with John Rusnak, has sued two American
banks over their alleged part in the massive GBP400 million fraud last year.

The Irish bank is claiming USD500 million from Citibank and Bank of America
for allegedly assisting Rusnak, an employee at its former US operation, to
defraud them.

BizWorld news agency reported that the suit alleges that the banks
"participated in a fraudulent scheme to perpetuate Rusnak's rogue trading so
that they could continue to earn extraordinary profits from it."

AIB last year discovered that Rusnak had covered up hundreds of millions of
dollars worth of currency trading losses over a five-year period.  He
pleaded guilty to bank fraud nine months after and was sentenced to
seven-and-a-half-years in jail in January.

It was the biggest bank fraud since rogue trader Nick Leeson broke Barings
Bank in 1995.

AIB has since sold Baltimore-based Allfirst to M&T Bank for a USD3.1 billion
deal that saw it take a 22.5% stake in the combined group.



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


TELECOM ITALIA: Shareholders Approve Olivetti Merger Plan
---------------------------------------------------------
-- Telecom Italia: 2002 annual accounts and Olivetti merger plan approved

Ordinary and Extraordinary Shareholders' Meetings held in Rozzano (Milan)

The Telecom Italia Shareholders' Meeting convened on May 24, 2003 in
ordinary and extraordinary session under the chairmanship of Marco
Tronchetti Provera.

In extraordinary session the Telecom Italia Shareholders' Meeting resolved
to modify article 7, clause 5 of the company's articles of association in
order to enable the Shareholders' Meeting called upon to adopt the accounts
to satisfy the special property rights attaching to savings shares when
there is nil or insufficient operating profit.

(i) In ordinary session the Telecom Italia Shareholders' Meeting examined
and adopted the 2002 financial statements of Telecom Italia SpA. In 2002 the
company posted revenues of 17,055 million euros, a gross operating result
equal to 7,549 million euros, operating income corresponding to 4,045
million euros, a result before extraordinary items and tax equal to 4,422
million euros, and registered a net loss of 1,645 million euros. These
results may principally be ascribed to a less favourable balance of
extraordinary income and charges corresponding to minus 6,093 million euros
(-2,893 million euros in 2001), which was partially offset by improved
income from operations (+62 million euros compared with 2001), an improved
balance of long-term equity investment income and charges (+754 million
euros compared with 2001) and lower taxes on income (+588 million euros
compared with 2001).

The Shareholders' Meeting further resolved to distribute a dividend of
0.1768 euros per ordinary share and 0.1878 euros per savings share. This
amount will be divided into two portions, each of which has a different
taxation status:

-- a portion equal to 25.97% will be drawn from 2001 operating profits
carried forward, while the remainder will be obtained from the Miscellaneous
Profits Reserve, up to a maximum aggregate of 346,152,775.38 euros (of which
1,146,812.02 euros from the 2001 profits), which is eligible for a full and
unrestricted tax credit of 56.25%;

-- a portion of 74.03% will be withdrawn from the Share Premium Reserve, up
to a maximum aggregate of 986,826,642.33 euros, which will not be eligible
for any tax credit.

The dividend will be paid on 26 June 2003, ex-coupon on 23 June 2003.

(ii) In extraordinary session the Telecom Italia Shareholders' Meeting
approved a reduction of the Revaluation Reserve pursuant to Law no. 72/1983,
in order to cover losses recorded in the operating accounts at 31 December
2002. In consequence, the Reserve was reduced from 2,294,719,877.62 euros to
649,344,365.75 euros.

(iii) In extraordinary session the Shareholders' Meeting examined and
approved the planned merger of Telecom Italia SpA into Olivetti SpA.

Specifically, 92.73% of those in attendance, representing 63.55% of the
aggregate share capital cast their votes in favour of the transaction.

(iv) In ordinary session the Telecom Italia Shareholders' Meeting moved to
appoint the Board of Auditors, whose term of office had come to the end, and
appointed Ferdinando Superti Furga, Gianfranco Zanda, Salvatore Spinello,
Paolo Golia, Rosalba Casiraghi as statutory auditors and Enrico Laghi e
Enrico Maria Bignami as substitute auditors.

                     *****

The merger described herein relates to the securities of two foreign
companies. The merger in which Telecom Italia ordinary shares will be
converted into Olivetti ordinary shares is subject to disclosure
requirements of a foreign country that are different from those of the
United States. Financial statements included in the document, if any, will
be prepared in accordance with foreign accounting standards that may not be
comparable to the financial statements of United States companies. It may be
difficult for you to enforce your rights and any claim you may have arising
under the federal securities laws, since Olivetti and Telecom Italia are
located in Italy, and some or all of their officers and directors may be
residents of Italy or other foreign countries. You may not be able to sue a
foreign company or its officers or directors in a foreign court for
violations of the U.S. securities laws. It may be difficult to compel a
foreign company and its affiliates to subject themselves to a U.S. court's
judgment. You should be aware that Olivetti may purchase securities of
Telecom Italia otherwise than under the merger offer, such as in open market
or privately negotiated purchases.



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


PERFETTI VAN: Reorganizes Production in Netherlands to Cut Costs
----------------------------------------------------------------
Perfetti Van Melle's confectionery plants in Netherlands are to be
reorganized in an effort to cut costs.

The Italian-Dutch confectionery producer has revealed a reorganization plan
that involves cutting 200 out of 1,400 jobs at various locations in the
Netherlands and moving the company's production activities to Poland and
Russia.

The Dutch News Digest says the company plans to move production of Meller
confectionery to Russia from Breda in the Netherlands.  The facility in
Zaandijk in the Netherlands will also be closed and production moved to the
factory in Hoorn, The Netherlands.

The company's Verduijn factory in Breskens, southern Netherlands, will be
sold to Dutch company Napoleon.

Perfetti Van Melle makes the confectionery brands Fruitella, Mentos and
Meller.

CONTACT:  PERFETTI VAN MELLE
          Via XXV Aprile 7/9
          20020 Lainate
          Milano
          Phone: +39 02 93535.1
          Fax: + 39 02 9373279
          E-mail: perfetti@perfetti.it



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


IZAR: Government Funding Under Scrutiny from Antitrust Regulator
----------------------------------------------------------------
European regulators are set to investigate whether the EUR1.5 billion cash
injection made by the Spanish government into Izar endangers competition.

The opening of the probe was believed intentionally delayed until after the
Spanish local elections due to the sensitivity of the issue in Spain, where
state-owned Izar is a major employer.

The Commission has authorized European Union governments to subsidize
struggling shipbuilders as part of a trade battle with South Korea, but
people who knew the case well said, antitrust authorities are concerned the
funding gave Izar an edge over EU rivals.

The amount was given between 2000 and 2002, which goes against EU rules that
says shipyards owned by Izar, which already received in EUR800 in state aid
in 1997, should not be granted any more subsidies until at least 2007,
according to them.

But government officials in Madrid are understood to have insisted that the
new aid would be used to build military vessels; the Commission therefore
has no power over it.

Izar stands to pay the money back if the investigation finds out the aid is
illegal.

The Commission declined to comment on Monday, according to the Financial
Times.

Sepi, the Spanish government's industrial holding company that is
responsible for Izar, said it had not received any formal communication from
the Commission, the report says.



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


TELIASONERA: Workforce Reorganization Affects 700 Employees
-----------------------------------------------------------
The need for impending personnel reductions notified by TeliaSonera Sweden
in April is estimated around 1, 500 as of the beginning of the year. This
information is made public by TeliaSonera Sweden Monday. Approximately 500
of these are hired staff and around 300 have retired through existing
arrangements or found a new post within the group. Consequently, the
resizing involves some 700 of TeliaSonera Sweden's employees.

TeliaSonera Sweden's units, segments and HQ have worked out an action plan
with a staffing schedule since April when the organisation reshuffle was
announced. Personnel organizations have been in touch with one another as
outlined in the plans. The estimate of the need for resizing has been made
by the management of TeliaSonera Sweden.

-- We have to make sure that TeliaSonera Sweden will remain a competitive
and attractive operator also in the future which is why we have to guarantee
the effectiveness of the organization, says President of TeliaSonera Sweden
Marie Ehrling.

-- What we are about to implement will be conducted in the best possible way
with respect to those involved and the remaining employees alike. Resizing
will be handled through natural retirement schemes, tailored pension plans
and within framework of the Telia Resurs och Omstallning resizing programme.
We intend to engage in a constructive dialog with the personnel
organisations and thus allow the process to be implemented in the best
possible way.

In co-operation with the personnel organizations we will now initiate work
for defining the exact number of people, identify the personnel categories
and individuals involved in the resizing, and the way the process should be
implemented.

As to the personnel from work force hiring companies some 125 have been
phased out during the year. Future reductions in hired personnel will be
carried out later on in the year.

TeliaSonera, formed through a merger of Telia and Sonera in December 2002,
is the leading telecommunications group in the Nordic and Baltic regions.
TeliaSonera is listed on the Stockholm Exchange, the Helsinki Exchanges and
Nasdaq Stock Market in the USA. Pro forma Net sales January-March 2003
amounted to 20 billion SEK (EUR 2.2 billion). The number of employees was
28,000.



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


SWISS LIFE: Sells STG Schweizerische to LGT Group for CHF197 M
--------------------------------------------------------------
-- Joining forces to provide global advisory services for high net worth
clients

The LGT Group, the financial services company of the Princely Family of
Liechtenstein, is to acquire STG Schweizerische Treuhandgesellschaft and all
of its subsidiaries from the Swiss Life Group for CHF 197 million. The
takeover will allow LGT to extend its range of services for high net worth
clients and strengthen its activities in Switzerland. STG will continue to
operate under its existing name. For the Swiss Life Group the sale of STG
represents a further step in its strategic realignment. The transaction is
expected to be concluded within the next few weeks, subject to approval from
the regulatory authorities.

The acquisition of STG represents another advance in the LGT Group's
continuing strategic expansion, launched in 2001. The LGT Group and STG
complement one another ideally, both in terms of core competencies and
regional market presence. With STG's advisory services in the fiduciary,
fiscal and legal fields the LGT Group will expand its expertise in the trust
area. Combined with LGT's private banking and asset management know-how this
will result in a comprehensive range of services for private and
institutional customers. STG's six business locations in Switzerland will
reinforce LGT's presence in this strategically important market alongside
Liechtenstein, Germany, Hong Kong, Singapore and Japan.

LGT Group: strong boost for strategic positioning
With the STG takeover, the LGT Group will considerably strengthen its
strategic positioning in markets which are becoming ever more competitive.
H.S.H. Prince Philipp von und zu Liechtenstein, Chairman of the LGT Group,
stated: "With LGT Bank in Liechtenstein, LGT has a solid international
reputation in private banking. LGT Capital Management and LGT Capital
Partners are a byword for asset management expertise in the traditional and
alternative investment sectors respectively.  With STG we will now boost the
capabilities of LGT Trust to offer comprehensive advisory services in
fiduciary, fiscal and legal matters. In return STG will gain a strong
partner in private banking and asset management. The result will be
integrated global consulting services for high net worth clients."

Operations to continue under the name of STG
STG Schweizerische Treuhandgesellschaft will continue its business
activities in Switzerland under the existing brand name. STG's professional
advisory services and LGT's trust services will form the new LGT
Professional Advisory Services business unit under a common management.  In
Switzerland this will operate under the name STG Schweizerische
Treuhandgesellschaft and in Liechtenstein under the brand name LGT Trust. Dr
Sergio Taddei, incumbent Chairman of the Board of Directors of
Schweizerische Treuhandgesellschaft, will head the new business unit. STG's
asset management activities will continue to operate under the existing name
of STG Asset Management. This will be placed under the same management as
LGT's counterpart activities in Switzerland. It is expected that the LGT/STG
merger will give rise to synergies. Personnel measures should be kept to a
minimum by internal transfers and normal staff turnover.

The Swiss Life Group: firm focus on core business continues
For the Swiss Life Group the transaction represents a further step in its
strategic realignment. The CHF 197 million in proceeds from the sale of STG
will represent a loss of approximately CHF 100 million which will have an
impact on the result for the first half of 2003. Rolf Dörig, Chief Executive
Officer of the Swiss Life Group: "In the LGT Group we have found the best
possible buyer who will guarantee STG success in its further development.
With this divestment and the repayment of our loan to Private Equity Holding
we have succeeded in taking another significant step in our strategic
realignment. Providing that market conditions do not deteriorate, we expect
to return to the profit zone this year in spite of the loss on this sale."

The LGT Group was advised on the transaction by Goldman Sachs International,
the Swiss Life Group by Ernst & Young Corporate Finance.

LGT Group
The LGT Group is the financial services company of the Liechtenstein
Princely Family which grew out of LGT Bank in Liechtenstein, founded in
1920. Today, the name LGT stands for classic private banking services and
comprehensive investment know-how both in traditional and alternative forms
of investment. LGT provides services for private and institutional clients,
while the Princely Portfolio of approximately CHF 1.6 billion also makes it
a significant and highly regarded investor in its own right. With almost CHF
40 billion in customer funds under management as of 31 December 2002, it is
present in 19 locations throughout Europe and Asia and employs a workforce
of some 900 employees.

STG Schweizerische Treuhandgesellschaft
STG Schweizerische Treuhandgesellschaft, founded in 1906, is the oldest and
one of the largest fiduciary companies in Switzerland. Its activities are
focussed primarily on Switzerland. Assets under management totalled
approximately CHF 7 billion as of 31 December 2002. STG employs a workforce
of just over 300.

Swiss Life
The Swiss Life Group is one of Europe's leading providers of long-term
savings and protection and life insurance. The Swiss Life Group offers
individuals and companies comprehensive advice and a broad range of products
via agents, brokers and banks in its domestic market, Switzerland, where it
is market leader, and selected European markets. Multinational companies are
serviced with tailor-made solutions by a network of partners in over fifty
countries.The Swiss Life Group, registered in Zurich, was founded in 1857 as
the Swiss Life Insurance and Pension Company. Shares of Swiss Life Holding
are listed on the SWX Swiss Exchange (SLHN). The company employs around 11
000 people

CONTACTS:  LGT
           Dr. Hans-Martin Uehlinger
           Head of Group Communications LGT
           Phone: +423 235 1430, Fax +423 235 2500
           E-Mail: hans-martin.uehlinger@lgt.com
           Home Page: http://www.lgt.com

           SWISS LIFE
           Investor Relations
           Phone: 01 284 52 76
           E-mail: investor.relations@swisslife.ch
           Home Page: http://www.swisslife.com



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


AMEY PLC: Announces Disposal of Amey Vectra Limited to Volvere
--------------------------------------------------------------
Amey plc announces that the Company has completed the disposal of Amey
Vectra Limited to Volvere plc for a consideration of GBP2 million which was
paid in cash on completion. Amey has an option to purchase 5 per cent. of
the equity in Vectra for approximately GBP115,000 for three years.

Amey's intention to dispose of Vectra, which provides specialist technical
and business consulting and environmental services principally to the
nuclear, oil and gas, defence and transportation sectors, was announced at
the time of the interim results in September as part of the Company's
strategic review.

As a result of the disposal, Amey is more able to focus its management
resources on its core activities.

                     *****

The decision to unload Vectra is part of the company's move to focus on its
core strengths, reduce costs and net debt and improve cash flow.

Amey posted after-tax loss of GBP118.5 million for 2002.

CONTACT:  Cardewchancery
          Phone: 020 7930 0777
          Anthony Cardew
          Melvyn Marckus


AMEY PLC: Ferrovial Servicios Announces Recommended Cash Offer
--------------------------------------------------------------
Offer Update

The board of Ferrovial Servicios announces that by 3.00 p.m. on 23 May 2003,
being the second closing date of the Offer, valid acceptances of the Offer
had been received in respect of a total of 224,354,088 Amey Shares,
representing approximately 88.5 per cent. of the existing issued ordinary
share capital of Amey.

On 16 April 2003, Ferrovial Servicios announced that it had received
irrevocable undertakings to accept the Offer in respect of 82,330,551 Amey
Shares, representing approximately 32.6 per cent. of the existing issued
ordinary share capital of Amey.  Valid acceptances have been received in
respect of 82,325,551 of the shares subject to these undertakings and are
included in the total for valid acceptances.

Accordingly, Ferrovial Servicios has received valid acceptances or has
outstanding irrevocable commitments to accept the Offer in respect of a
total of 224,359,088 Amey Shares, representing approximately 88.5 per cent.
of the existing issued ordinary share capital of Amey.

Ferrovial Servicios announces that the Offer has been extended for a period
of 7 days and will therefore remain open for acceptance until 3.00 p.m. on
30 May 2003.

Amey Shareholders should be advised that if the acceptance condition of the
Offer is not satisfied by 3.00 p.m. on 30 May 2003, Ferrovial Servicios may
not extend the Offer beyond 30 May 2003, in which case the Offer would
lapse.

However, Ferrovial Servicios reserves the right to extend the Offer, should
it wish to do so.

Amey Shareholders who have not yet accepted the Offer and who wish to do so
are strongly encouraged to complete and return the Form of Acceptance
(whether or not their Amey Shares are held in CREST) as soon as possible
and, in any event, so as to be received by post or (during normal business
hours) by hand by Capita IRG Plc at Corporate Actions, PO Box 166, The
Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TH by no later than 3.00
p.m. on 30 May 2003.

Neither Ferrovial Servicios nor any person acting, or deemed to be acting,
in concert with Ferrovial Servicios for the purpose of the Offer owned or
controlled any Amey Shares or any rights over such Amey Shares prior to the
commencement of the Offer Period.  Save as referred to above, neither
Ferrovial Servicios nor any person acting, or deemed to be acting, in
concert with
Ferrovial Servicios for the purposes of the Offer has acquired or agreed to
acquire any Amey Shares or any rights over such Amey Shares during the Offer
Period.

Definitions used in the offer document dated 25 April 2003 have the same
meaning in this announcement, unless the context requires otherwise.

PricewaterhouseCoopers, which is authorized by the Financial Services
Authority to carry on investment business, is acting exclusively for
Ferrovial Servicios and for no one else in relation to the Offer and will
not be responsible to anyone other than Ferrovial Servicios for providing
the protections afforded to clients of PricewaterhouseCoopers or for giving
advice in relation to the Offer or any other matter referred to in this
announcement.

The Offer has not been made in or into and will not be capable of acceptance
in or from Canada, Australia or Japan.  In addition the Offer has not been
made, directly or indirectly, in or into, or by use of the mails or by any
means or instrumentality (including, without limitation, by means of
telephone, facsimile, telex, internet or other forms of electronic
communication) of interstate or foreign commerce of, or by any facilities of
a national securities exchange of, the United States and the Offer will not
be capable of acceptance by any such use, means, instrumentality or facility
or from within the United States.  Accordingly, copies of this announcement
are not being, and must not be, mailed or otherwise forwarded, distributed
or sent in, into or from the United States.  Custodians, nominees and
trustees should observe these restrictions and should not send or distribute
this announcement in or into the United States, Canada, Australia or Japan.


ARC INTERNATIONAL: Receives Tender Offer by WestLB Panmure
----------------------------------------------------------
The Board of ARC announces that valid tenders pursuant to the Tender Offer,
made by WestLB Panmure, which closed at 3 p.m. on 23 May 2003, were received
for 226,332,808 Ordinary Shares. The Strike Price for the Tender Offer is 29
pence per Ordinary Share.

As the number of Ordinary Shares tendered exceeded the (pound)48.5 million
(less the cost of the Tender Offer) available for the Tender Offer, valid
tenders at the Strike Price will be scaled back pro rata so that
approximately 89 shares will be repurchased for every 100 shares tendered at
the Strike Price. Tenders at prices below the Strike Price will be accepted
in full at the Strike Price and tenders at prices above the Strike Price
will not be accepted.

Shareholders holding 1,000 shares or less tendering shares at or below the
strike price will be accepted in full. A total of 162,413,705 Ordinary
Shares are being repurchased for cancellation, leaving 143,088,484 Ordinary
Shares in issue.

The repurchase of the tendered Ordinary Shares will be effected by Panmure
on Tuesday 27 May 2003. ARC will subsequently acquire for cancellation from
Panmure, at the Strike Price of 29 pence, the Ordinary Shares purchased by
Panmure under the Tender Offer.

The consideration for the Tender Offer is expected to be dispatched on
Thursday 29 June 2002 to those Shareholders who have successfully tendered
Ordinary Shares under the Tender Offer.

Definitions used in this announcement have the meanings given in the
circular sent to Shareholders (other than certain Overseas Shareholders)
dated 8 May 2003 setting out the formal terms of and condition to the Tender
Offer.

CONTACT:  ARC International plc
          Mike Gulett, Chief Executive Officer
          Monica Johnson, Chief Financial Officer
          Phone: 001 408 437 3400

          Panmure
          Andrew Godber
          Mark Lander
          Phone: +44 (0) 20 7020 4000

          Tulchan Communications
          Julie Foster
          Tim Lynch
          Phone: +44 (0) 20 7353 4200


BRITANNIC PLC: In Discussions Regarding Sale of Mortgage Arm
------------------------------------------------------------
Birmingham-based Britannic are reportedly discussing the sale of its
mortgage arm Britannic Money to specialist lender Paragon Group for GBP60
million.

In March, Britannic said the mortgage unit is operating in the highly
competitive mortgage market but has substantially reduced its losses in 2002
by 82% to GBP5 million in 2002 from GBP28 million in 2001 as a result of
"rigorous management of costs and by improving margins."

It said Britannic Money "will continue to focus on costs and margins in
2003, with a break-even financial objective."

Britannic started diversifying into pensions and mortgages after it decided
to axe its door-to-door salesforce with the loss of 2,000 jobs two years
ago.

The diversification and tumbling stock markets led the group to report a 25%
fall in mortgage sales to GBP762 million in January, the company says.

Britannic announced in March plans to close its with-profits fund to new
business, suspend payouts to policyholders and scrap its dividend, as well
as cut 150 jobs.

Paragon, meanwhile, is expected to receive a boosting as a specialist
buy-to-let market from the possible acquisition.


BRITISH AIRWAYS: Virgin Rules Out Idea of Selling Itself to BA
--------------------------------------------------------------
UK's second largest airline, Virgin Atlantic Airways, strongly rejected the
idea of being bought by rival British Airways, according to the Financial
Times.

A possible bid for Virgin is included in the agenda of the meeting of top
British Airways executives this week, the report says.  The idea is
understood intended to scuttle possible alliance between Virgin and BMI
British Midland, the third-largest airline in UK.

But Will Whitehorn, Virgin's brand strategy director said "pigs would fly"
first before it allows itself to be bought by British Airways.

"We are not in the game of selling Virgin Atlantic at the moment - we are
expanding the airline," he said.

A spokesperson for Virgin added: "Virgin would especially not be for sale to
British Airways."

The combination of Virgin's trans-Atlantic operation and its worldwide
network, and BMI's 60,000 slots at London's Heathrow airport and its
short-haul flight network could challenge British Airways position as the
biggest U.K. airline.

The parties are reportedly in takeover talks last week, although discussions
were scaled back to focus on areas for greater co-operation.

BMI said it was not keen on a deal with Virgin or any other airline at the
moment.

British Airways is itself considering buying BMI, which already shares
nearly every route out of Heathrow.

Analysts, though, are skeptical any deal could happen despite the current
takeover speculation in the airline sector.


BRYANSTON INSURANCE: To Hold Meetings for Scheme Creditors
----------------------------------------------------------
Subject To A Scheme Of Arrangement With Its Scheme Creditors, Pursuant To
Section 425 Of The Companies Act 1985,Which Became Effective On April 13,
1994.

Notice is hereby given that separate Special Meetings of Scheme Creditors
(as defined in the Scheme) of Bryanston Insurance Company Limited will be
held for the purpose of considering and, if thought fit, passing a Special
Resolution designed to bring about the early closure of the Scheme.  A copy
of the Notice convening the Special Meetings, and the text of the Special
Resolution, is currently being sent to Scheme Creditors.  It may also be
downloaded from the Company's website, http://www.bryanstoninsurance.co.uk.

The Special Meetings will be held at Chartered Insurance Institute, 20
Aldermanbury, London EC2V 7HY on June 26, 2003 at the times mentioned below:

(a) in the case of the Special Meeting of Scheme Creditors with Potentially
Protected Liabilities, at 11am;

(b) in the case of the Special Meeting of Scheme Liabilities other than
Potentially Protected Liabilities, at 11.05am, or so soon thereafter as the
preceding meeting shall have concluded or been adjourned.

The Chairman of the meetings will be Paul Anthony Brereton Evans (or failing
him Douglas Nigel Rackham, his co-Scheme Administrator).

At the meetings, Scheme Creditors may vote in person or they may appoint
another person, whether a Scheme Creditor or not, as their proxy to attend
and vote in their place.  Forms of Proxy for use at the meetings will be
enclosed with the Notice.  Blank Forms of Proxy may also be downloaded from
the Company's website, http://www.bryanstoninsurance.co.uk.

Scheme Creditors are requested to complete and return the relevant Forms of
Proxy to the Scheme Administrator at Omni Whittington Court, Whitfield
Street, Gloucester, GL1 1Nabefore 4pm on June 23, 2003.  However, if Forms
of Proxy are not lodged by then they will still be valid provided the
original is received by the Scheme Administrator by post no later than the
date of the meetings or by personal delivery but not later than the time at
which the person appointed as proxy exercises his right to vote.  Scheme
Creditors who wish to vote at either or both meetings must complete and
return the claims table on the Forms of Proxy, even if they wish to vote in
person.  The Chairman of the meetings will accept faxed or emailed Forms of
Proxy received before 4pm on June 23 2003 subject to receipt of the original
within 7days after the Special Meetings.

Copies of the Scheme and Notice are available for inspection at either the
Company's website, http://www.bryanstoninsurance.co.uk,of the offices of
the Company at Omni Whittington Court, Whitfield Street, Gloucester, GL1
1NA, or of PricewaterhouseCoopers LLP at Plumtree Court, London, EC4A 4HT,
during usual business hours on weekdays (Saturdays and public holidays
excepted), and will be available for inspectrion at the meetings.

CONTACT:  Pab Evans
          Scheme Administrator


EMI GROUP: Executives in Disagreement Over Planned Acquisition
--------------------------------------------------------------
Britain's Boosey & Hawkes has granted music group EMI preferred bidder
status for its music publishing business, but senior executives of EMI are
still at odds over the matter.

EMI's finance director Roger Faxon is believed in favor of the deal, but
other directors, including Martin Bandier, chairman and chief executive of
EMI Music Publishing, are said to have an opposite view.

Mr. Faxon believes the acquisition would make a small but nonetheless
welcome contribution to EMI's faltering music publishing revenues, according
to the Financial Times.

EMI's sales from music publishing had dropped from GBP416.4 million ($670.4
million) to GBP401.2 million in the year to March, causing profits to fall
by 4%.

Mr. Bandier, on the other hand, fears the deal, even how insignificant,
would displease investors and analysts.  EMI's music publishing revenues are
37 times those of Boosey.

Other interested parties in the asset are David Hockman, former chief
executive of Polygram Music Publishing, and HgCapital, his private equity
partner.

EMI is being backed by Stirling Square Capital Partners, a pan-European
investment company backed by Citigroup in the transaction.


ENRON METALS: Schedules Scheme Creditors Meeting for June 12
------------------------------------------------------------
             IN THE HIGH COURT OF JUSTICE
                 CHANCERY DIVISION
                  COMPANIES COURT
                  NO 2870 OF 2003
                 IN THE MATTER OF
           ENRON METALS & COMMODITY LIMITED
                 (in administration)
      and IN THE MATTER OF THE COMPANIES ACT 1985

Notice is hereby given that, by an Order dated May 2, 2003 made in the above
matter, the Court has directed a meeting convened of the Scheme Creditors
(as defined in the scheme of arrangement hereinafter mentioned) of the above
named Company for the purpose of considering and, if thought fit, approving
(with or without modification) a scheme of arrangement proposed to be made
between the Company and its Scheme Creditors; and that such meeting will be
held at PricewaterhouseCoopers, Bloomsbury Square Training Centre; and that
such meeting will be held at PricewaterhouseCoopers, on Thursday June 12,
2003 commencing at 11am, at which place and time all such Scheme Creditors
are requested to attend either in person or by proxy.

A copy of the said scheme of arrangement and of the Explanatory Statement
required to be furnished pursuant to Section 426 of the Companies Act 1985
and the form of proxy and claim form for use at the Meeting may be obtained
by contacting the Administrators at the address below mentioned or
Linklaters at the address below mentioned.

The said Scheme Creditors may vote in person (or, if a corporation, by a
duly authorized representative) at the said Meeting or they may appoint
another person, whether a Scheme Creditor or not, as their proxy to attend
and vote in their place.

To be valid, the forms of proxy must be lodged with the Administrators,
Enron Metals & Commodity Limited (in Administration), c/o
PricewaterhouseCoopers LLP, Plumtree Court, London EC4A 4HT, United Kingdom,
ref: MJAJ/EMCL not later than 12 non on Wednesday June 11, 2003.

By the said Order, the court has appointed Michael Jervis, one of the
Company's Administrators, or failing him, Djpankar Ghosh, another of the
Administrators or failing him Jeffrey Swann, and employee of the
Administrators, to act as Chairman of the said meeting and has directed the
Chairman to report the result thereof to the Court.

In the event the Scheme Creditors, it will be subject to the sanction of the
Court.  All Scheme Creditors are entitled to attend the Court hearing in
person or through Counsel to support or oppose the sanctioning of the
Scheme.  It is expected that the Court hearing will be held in late June or
early July 2003 at the Royal Courts of Justice, Strand, London WC2A 2LL,
United Kingdom.

Scheme Creditors should note that should the scheme of arrangement be
approved by the Court, they must, in order to be entitled to receive
distributions under the said scheme of arrangement, notify (in the
prescribed manner) the Administrators and Scheme Supervisors of their claim
on or before a date to be fixed in the future.  This date is likely to be a
date in mid August 2003.  The Scheme Supervisors will however (to the extent
that they are aware of the persons concerned and their addresses) notify
Scheme Creditors, those persons claiming to be Scheme Creditors and persons
whom the Scheme Supervisors and the Administrators believe may be Scheme
Creditors by notice in writing of the exact date of the Bar Date as soon as
practicable after the Court's unconditional approval of the scheme of
arrangement is obtained.  Further the Scheme Supervisors will advertise the
Bar Date once only in the Financial Times (London and International
Editions), the Wall Street Journal (US and Asian Editions), Metal Bulletin,
Handelsblatt and Luxemburger Wort as soon as possible following the
Effective Date (as that term is defined in the scheme of arrangement).

CONTACT:  LINKLATERS
          One Silk Street
          London EC2Y 8HQ
          United Kingdom
          (Ref: PXK/RW/WXW)
          Solicitors of the Company acting by its Joint
          Administrators


GLAXOSMITHKLINE PLC: Pay Policy Could Force US Merger--Sources
--------------------------------------------------------------
Leading institutional investors believe GlaxoSmithKline could be forced to
merge with big US drug companies due to its insistence not to adopt a more
modest remuneration policy, according to the Sunday Times.

They said dissent among shareholders will likely continue if the company
does not give in to demands of adopting British pay policies.

Last week, Glaxo shareholders rejected the company's proposed GBP22 million
severance package for its chief executive, J-P Garnier.

According to the report, company insiders say the conflict shows deeper
cultural problems at the group.  More than half of Glaxo's sales and many of
its senior managers are in the US.

"The board faces very serious challenges in seeking to reconcile the
preference for near-American pay practises with a UK shareholder base. Maybe
they have to look again at the strategy of the company," the report cited
one unnamed leading investor as saying.

Chairman Sir Christopher Hogg promised that though the vote is not binding,
the board will take the signal from shareholders "very seriously," according
to the report.  He indicated to work to put in place a suitable alternative
deal.

As for a merger, the paper noted, however, that few US pharmaceutical giants
could contemplate a straightforward takeover.  The report mentioned Pfizer,
Merck or Johnson & Johnson as potential suitors.  Smaller rivals that could
engage in a reverse takeover include Bristol-Myers Squibb or Eli Lilly.


GWR GROUP: Agrees to Sell Hungarian Businesses for GBP18 Million
---------------------------------------------------------------
GWR, the UK's most listened to commercial radio group, has conditionally
agreed to sell to Advent International and Mezzanine Management Central
Europe in two simultaneous transactions all of its radio interests in
Hungary for an aggregate consideration of GBP18 million in cash.  The net
proceeds will be used to reduce further Group debt.

The disposal is the latest step in the achievement of GWR's stated strategy
of selling all its overseas operations and to concentrate its resources on
the opportunities available to it in the UK.  GWR has now sold all of its
principal interests in Europe, except for its radio station in Salzburg.

In the year to 31 March 2003, the Hungarian businesses had revenues of
GBP9.4 million and reported a pre-tax loss of GBP0.5 million.  At the
year-end they had net assets of GBP0.4 million.

In the interim results for the six months to 30 September 2002, published on
19 November 2002, GWR made a provision of GBP11.8 million to reflect the
anticipated write-down of the Group's investment in Hungarian businesses.
Subsequently, GWR succeeded in getting the Danubius national radio license
extended and the related license fee substantially reduced.  Consequently
the businesses have been sold for more than the asset value in the Group
balance sheet at 30 September 2002.  Therefore, in the preliminary results
published, GWR is releasing GBP5.0 million of the provisions made in its
interims accounts.

Ralph Bernard, GWR Chairman, commented:

'We have managed to complete this key disposal at a substantially higher
price than we initially expected.  Our overseas disposal program is now
largely completed.'

22 May 2003

CONTACT:  GWR GROUP PLC
          Ralph Bernard, Executive Chairman
          Phone: 0118 928 4338
          Patrick Taylor, Chief Executive
          Phone: 0118 928 8511
          Wendy Pallot, Finance Director
          Phone: 01173 119 412

          COLLEGE HILL
          Phone:  020 7457 2020
          Matthew Smallwood
          Adrian Duffield


GWR GROUP: Reports Preliminary Results for Year Ended March
-----------------------------------------------------------
GWR Group plc, the UK's most listened to commercial radio group, today
announces its preliminary results.


Results                 2003 GBPmillion    2002 GBPmillion

Turnover                    GBP127.1          GBP128.4


Operating profit, before goodwill and exceptional items
                             GBP14.7           GBP16.4

Operating (loss), after goodwill and exceptional items
                             GBP(2.6)          GBP(7.3)

Pre-tax profit, before goodwill and exceptional items
                              GBP8.6           GBP7.7

Exceptional items, including goodwill impairment
                              GBP15.3          GBP13.4

Pre-tax (loss), after goodwill and exceptional items
                             GBP(14.8)        GBP(15.1)


Proposed maintained final dividend per share
                             3.5p              3.5p


Headline earnings per share  4.8p              4.0p

Basic (loss) per share     (11.8)p           (12.7)p

Financial highlights

--Improvement in pre-tax profits (before goodwill amortisation and
exceptional items) as a result of restructuring and disposal of loss making
operations

--Strong cash inflow from operating activities of GBP21.8 million

--Balance sheet much strengthened with net debt reduced by GBP65 million to
GBP99 million at the year end

--Year on year UK like for like revenues down less than 2%

--Post year end disposals reduce debt further by GBP33 million

Corporate

--The Group's disposal strategy to focus on its core UK stations largely
complete resulting in significant reduction of debt and elimination of
losses

--Sale of Danubius, Hungary for GBP18 million (see separate announcement)

--Sale of shareholding in VRSL to Scottish Radio for GBP17.6 million (see
separate announcement)


Operational

--Analogue:

- Reorganized UK operating structures to create a platform for growth

- LRG: 7% increase in listening hours in our six major stations.

- Classic FM continues to grow audiences and revenues

- Classic FM TV successfully launched

--Digital Radio

- Consumer uptake of Digital has begun to gain momentum

- DRDB forecast of 500,000 units for the end of 2003


Ralph Bernard, Executive Chairman of GWR Group plc said:


"GWR has delivered its plan despite market conditions. We have reduced debt,
disposed of non-core assets, reorganised and restructured our UK business
and developed Digital Radio.


"The current year has started well and to budget. We will see both the
operational and financial benefits of the actions taken last year enhance
the performance of the Group this year. The Group as a whole is stronger and
better positioned to take advantage of any upturn in our markets."

GWR GROUP PLC

Preliminary results for the year ended 31 March 2003

Executive Chairman's statement

We have made excellent progress in delivering our stated strategy over the
past twelve months. The company is now in a significantly stronger position,
despite trading conditions during this period continuing to be difficult.


In May 2002 we set out a strategy that involved a focus on our UK businesses
where we saw the best opportunities to create additional value for
shareholders, and a reduction of our debt by disposing of non-core assets in
the UK and overseas.

-- We have successfully reorganized our UK operations and introduced new
systems with significant benefits now showing through.

-- We have again reduced our staff numbers resulting in a further annualized
saving in staff costs of GBP3.0 million.

-- With the sale of our Hungarian business for GBP18 million, announced
today, we have now virtually completed the process of disposing of our
overseas and non-core UK radio operations. These assets together have
accounted for GBP1.5 million of losses in the year ended March 2003 (2002:
GBP4.1 million).

-- As a result of disposals during the year, we have reduced our debt by
GBP65 million to GBP99 million. Further net cash proceeds of GBP33 million
on sales announced today will reduce debt to approximately GBP66 million.

Following the decision of the Secretary of State to support the
recommendation of the Competition Commission in relation to the acquisition
of Galaxy 101 by our joint venture company Vibe Radio Services Limited, we
have announced today the disposal of our 49% shareholding in that company
for GBP17.6 million to Scottish Radio Holdings, which previously owned 51%
of VRSL. We estimate that this disposal will be earnings neutral in the
current financial year.

Financial results

The Group's total revenues for the year were GBP127.1 million (2002:
GBP128.4 million), of which 91% was derived from the UK.

Underlying UK radio revenues were 2.3% down compared to last year. National
radio revenues, which represented 59% of our total UK advertising revenues,
performed well, growing by 0.6% year on year. Local radio revenues were down
by 6.6%, partly reflecting our shifting of inventory towards the more
lucrative national market during the year.

Operating profits, before goodwill amortisation and exceptional items, were
GBP14.7 million (2002: GBP16.4 million). Profits before tax, goodwill
amortisation and exceptional items amounted to GBP8.6 million (2002: GBP7.7
million).

At the time of our interim results, we included a non-cash impairment
provision of GBP12.9 million against the carrying values of our European
assets. Having sold the majority of these assets in the last six months, we
have been able to release GBP5.0 million of this provision.


Exceptional items, including goodwill impairment of GBP7.9 million, total a
charge of GBP15.3 million (2002: GBP13.4 million). This also includes a net
loss of GBP5.4 million in relation to disposals during the year and GBP1.7
million relating to restructuring costs.

After amortization of goodwill of GBP8.0 million (2002: GBP9.3 million) the
loss before tax amounted to GBP14.8 million (2002: GBP15.1 million).

Following the disposal of our overseas operations, including our interest in
DMG Australia and of certain assets in the UK, notably our interest in
London News Radio, we have been able to reduce the level of our bank debt by
GBP65 million year on year. This reduction will benefit our interest charges
in a full year by in excess of GBP3.0 million.

Headline earnings per share for the year were 4.8 pence (2002: 4.0 pence).

Throughout the past two difficult years, the Board has been determined to
maintain the level of the Group's dividend. In line with this policy, and
reflecting their confidence in the Group's future, the Directors have
proposed a final dividend of 3.5 pence, making a total dividend for the year
of 5.8 pence, the same as for last year. The dividend is covered by headline
EPS 0.8 times (2002: 0.7 times).

UK analogue radio

Our Local Radio group (LRG) consists of 32 FM stations with an adult
audience of just under five million adults each week. With 33% of all adults
in our broadcast areas listening to our stations, we are the commercial
market leaders in all but one of these. This part of our business delivers
70% of our total UK revenues.

During the year, we implemented a number of important changes to LRG.
Firstly, we switched from a management system derived from the geographical
history of the group to one based on functional lines of responsibility:
programming and sales. After some disruption during the transitional period
of last summer, the new structure is now evidently benefiting our business
through shorter and clearer lines of communication, a tighter focus on the
needs of our local communities and advertisers, and the application of
common standards and processes across LRG.

Secondly, Opus, our sales business, has introduced new sales systems that
provide the ability to manage our customers, our inventory and pricing
across all sales points more flexibly. We are seeing some of the benefits of
this investment already. Over the next year, we believe our sales teams will
be able to service our customers much more effectively, and that this will
bring extra revenues.

Creation, the programming arm of LRG, is determined to continue to improve
the quality of our output. This year, Creation's management focused its main
efforts on the six principal stations that national advertisers most want to
use. Success is already measurable with the RAJAR Q1 2003 results announced
earlier this month showing that we have increased the total hours of
listening to these stations by 7% year on year, compared with an industry
reduction of 1.9%.

The quality of the programming of our local stations is increasingly being
recognised by our industry. At the recent Sony awards, FM 103 Horizon
(Milton Keynes) won the Sony Gold for Station of the Year (under 300,000
population) for the second year running, and Hereward FM (Peterborough) won
Gold for the best on-air competition. For the second year silver went to Jo
& Twiggy, the Morning Crew who present the breakfast show at Trent FM in
Nottingham.

Classic FM, the UK's only national commercial FM station, reaches just under
seven million adults per week - its best ever figure - and delivers 21% of
the Group's UK revenues.

Classic FM has continued to perform strongly despite the particularly heavy
impact of the economic environment on its customer base. The travel
industry, for example, a major source of Classic's customers, reduced its
demand for advertising significantly in the lead up to the Iraq war and as
concern grew over the spread of SARS. Although, on a quarterly basis,
advertising revenues have been volatile, the quality of the Classic brand
ensured that revenues for the year as a whole were up by 1%.

Classic FM has continued to develop its brand on and off- air through its
magazine, its website, concerts, CDs and most recently through the launch of
Classic FM TV. Classic FM TV has a weekly reach of 314,000 people with a
young, upmarket profile. It is strengthening the sales proposition for
Classic FM itself, in particular by attracting television advertisers to
Classic FM's radio output for the first time.

Digital Radio

GWR has an unrivalled opportunity in the development of digital radio. Our
interests in digital radio operations comprise:

(a) a controlling interest (63%) in the only national commercial digital
multiplex; Digital One

(b) management of Digital One and 11 local multiplexes, all of which are now
profitable businesses;

(c) broadcast services, including three national digital radio stations
(Classic FM, Core and Planet Rock) and other new local brands, as well as
the simulcast of existing FM and AM services; and

(d) substantially all the capacity available on the national multiplex for a
multimedia data service for a national information and entertainment service
using datacasting technology, which can be integrated into mobile devices.

The net cost of these investments has fallen year on year from GBP5.2
million last year to GBP4.7 million in 2002/03 as a result of growing
profitability of the multiplex business. It is very encouraging that over
the past year the consumer uptake of digital radio has really begun to gain
momentum. At the beginning of 2002, it was estimated that approximately
50,000 digital radios had been sold in the previous two years. By the end of
the year, this number had more than doubled to approximately 130,000,
assisted by huge demand for the first sub GBP100 radio, the PURE Evoke 1.
Over this period, new manufacturers have entered the market with a range of
new products. Particularly encouraging is the recent announcement that
Roberts, the UK's leading portable radio manufacturer, is to enter the
market in July with 4 new products.

We are confident that demand will be stimulated further over the next year
as other manufacturers develop digital product. The current forecast for the
uptake in digital radios given by the Digital Radio Development Bureau
(DRDB), a body jointly funded by the BBC and the commercial radio industry,
is that by the end of 2003 there will be 500,000 digital radios in the UK.
The DRDB has set its next objective as winning the confidence of major
Japanese manufacturers to enter the UK market with new products. If this
happens, we believe the uptake by consumers will be more rapid.

We have continued to work on our datacasting project, Livetime. The market
for multimedia information and entertainment services broadcast to mobile
devices is potentially very large. We are currently in discussions with a
number of strategic partners in relation to this exciting opportunity.

Digital radio is an important opportunity for GWR. Within our Group, we have
embryonic businesses, which we believe will represent significant value in
the future. Our strategy is to continue to develop these opportunities,
whilst having close regard to the level of investment relative to the
earnings of the existing core businesses.

Disposals

In September 2002, we sold our interests in both our major loss- making
associates. DMGT purchased our 25% interest in DMG Radio Australia and our
option over the remaining 75% for GBP35 million.

We sold our 49% shareholding in London News Radio (LNR) to Chrysalis. As
part of the terms of this sale, we acquired Galaxy 101, the regional dance
music station covering the Avon estuary.

Today, we announced the sale of our business in Hungary for GBP18 million,
all payable in cash on closing. Having declined to sell these assets last
year at an unreasonably depressed valuation, in December we succeeded in
reaching agreement with the ORTT, the Hungarian regulatory authority, for
the company's licence to be extended and for the concession fee payable to
be substantially reduced. As a result, the price obtained for the business
is material higher than the value reflected in the balance sheet at the time
of our interim results in November 2002.

Following these transactions we have largely completed our overseas disposal
programme with the exception of our wholly owned station in Salzburg,
Austria and our 49% interest in FM plus in Bulgaria which is profitable.

Communications Bill

The Communications Bill is progressing through Parliament. Despite its slow
passage through the House of Lords, it is expected that the Bill will
receive Royal Assent later this year. We were disappointed by the
Competition Commission's ruling with regard to the local position of
Vibe/Galaxy. We believe that while consolidation will be possible on a
national basis, small local transactions of a non strategic nature will be
more difficult. However, GWR is particularly well placed to take advantage
of consolidation under these conditions.

Our proposed new regulator, Ofcom, has now appointed its board, together
with its executive team. Subject to the Bill receiving the Royal Assent, it
should assume its regulatory powers on December 15th. We hope that Ofcom
will indeed be the light -touch regulator that the Government has said is
needed. Our objectives are directly in line with those of Ofcom. We want to
provide great radio that is relevant, informative and entertaining to our
listeners. We hope that Ofcom will judge us on the quality of our product,
not on the processes we use to deliver it.

Board changes

In the past year, we have made a number of important changes to the Board.
Richard Palmer, previously vice-chairman of the Group, Eddie Blackwell,
Jonathan Trafford and Nicholas Tresilian, the founding Chairman of GWR, have
all resigned from the Board. The Group owes a great debt to each of these
individuals for their service to the Group over many years.

In January, we appointed Mair Barnes to the Board as a non-executive
director. The majority of her career has been in retailing. She was Managing
Director of Woolworths plc in the UK until 1994 and Chairman of Vantios plc
until 1998. Currently, she holds non-executive positions on the Boards of
Scottish Power plc, Patientline plc and the South African company,
Woolworths Holdings plc.

Outlook

In the last year, we have made substantial progress in eliminating
loss-making businesses, reducing our cost base and improving our operational
effectiveness.

Since the beginning of our new financial year, the advertising market has
remained uncertain, characterised by its continued short- term nature.

Our local radio business has begun the new financial year well. Classic FM
continues to develop its brand, and should be one of the early beneficiaries
of an upturn in the advertising market. Digital radio looks set for another
year of progress. We look forward to the next year with considerable
confidence.

Ralph Bernard, Executive Chairman

22 May 2003

To See Financial Statements:
http://bankrupt.com/misc/GWR_Group.htm

CONTACT:  GWR GROUP PLC
          Ralph Bernard, Executive Chairman
          Phone: 0118 928 4338

          Patrick Taylor, Chief Executive
          Phone: 0118 928 8511

          Wendy Pallot, Finance Director
          Phone: 0117 900 5316

          COLLEGE HILL
          Phone: 020 7457 2020
          Matthew Smallwood
          Adrian Duffield


GWR GROUP: Sells its 49% Holding In VRSL for GBP17.6 Million
------------------------------------------------------------
GWR, the UK's most listened to commercial radio group, has agreed to sell
its 49% holding in Vibe Radio Services Limited (VRSL), conditional on the
prior approval of the OFT, for GBP17.6 million in cash to Scottish Radio
Holdings plc (SRH).  SRH already owns the remaining 51% of VRSL. The
proceeds will be used to reduce further GWR's debt.

GWR has sold its holding following the decision of the Competition Minister
to follow the recommendation of the Competition Commission's report in
relation to the acquisition by VRSL of Galaxy Radio Wales and The West
Limited (Galaxy), the holder of the regional radio licence covering South
Wales and the West of England.  As none of the proposed remedies are
commercially viable, the Board has decided to sell GWR's holding in VRSL.

GWR and SRH have also conditionally agreed that GWR's contracts to sell
airtime for and provide other services to VRSL will be terminated.  GWR and
SRH have been in contact with the OFT and believe that regulatory clearance
should shortly be forthcoming.

GWR formed VRSL with SRH in September 2002.  At the same time GWR sold
Eastern Counties Radio Ltd ('Vibe') to VRSL in return for its 49% interest
in VRSL and a cash payment of GBP5.86 million.  Vibe operates Vibe FM, the
regional radio station covering the East of England.  VRSL also acquired
Galaxy which operates Vibe 101, the regional radio station covering South
Wales and the West of England.

Since its inception in September 2002 until 31 March 2003, VRSL had revenues
of GBP1.6 million and reported a pre-tax loss of GBP925,000 after
amortization, and provision for dilapidations under leases, for rental of
unoccupied properties and for relocation costs, of GBP724,000 in aggregate.
In that period, profits before interest, tax and amortisation were
GBP240,000. On 31 March 2003 it had net assets of GBP17.4 million.  GWR
estimates that the disposal will be earnings neutral in the current
financial year.

Ralph Bernard, GWR Chairman, commented:

'Following the Competition Minister's statement last week, we have reviewed
the proposed remedies and concluded that they were commercially unworkable
and we were not prepared to implement them. We believe that a swift disposal
of our investment is in the best interests of GWR.'

CONTACT:  GWR GROUP PLC
          Ralph Bernard, Executive Chairman
          Phone: 0118 928 4338
          Patrick Taylor, Chief Executive
          Phone: 0118 928 8511
          Wendy Pallot, Finance Director
          Phone:  01173 119 412

          COLLEGE HILL
          Phone: 020 7457 2020
          Matthew Smallwood
          Adrian Duffield


INVENSYS PLC: In Brink of Selling Baan to General Atlantic
----------------------------------------------------------
The unnamed US company poised to acquire software company Baan from
engineering group Invensys is US private equity firm General Atlantic
Partners.

The parties are completing the final agreements on the GBP85-million (US$137
million) sale of the Dutch subsidiary on Monday night, according to the
Financial Times.

Invensys is hoping to unveil the deal with Thursday's full-year results at
the latest, the report says.

The announcement, however, could still be in theory delayed by up to 30 days
if Baan's works council, which is believed seeking clarification on a number
of minor points, moves to.

Invensys, which bought the enterprise resource planning software company
only three years ago, declined to comment.

General Atlantic, meanwhile, could not be reached, according to the report.

Invensys had been badly hit by the continued trading downturn in its key
markets.  The slump forced the company to take the drastic step of breaking
up the group.

Baan is thought to have lost about US$30 million last year on sales of about
US$260m.

The disposal is part of a wider program of sales intended to offload
businesses with sales of GBP2.9 billion, or two thirds of group sales.

Invensys is expected to incur a loss of about GBP575 million on the sale.
Restructuring, losses on disposals and goodwill write-offs is expected to
result to a pre-tax loss of more than GBP1 billion.


LE MERIDIEN: RBS Might Allow Another Company to Run Shelbourne
--------------------------------------------------------------
Management of Le Meridien's Shelbourne Hotel could go to another company if
the financially troubled hotel chain Le Meridien does not pay rent due on
the property next month.

BizWorld said the Royal Bank of Scotland, which purchased the Shelbourne in
2001, will grant another company to hold the reigns of the hotel as concern
over the ability of its troubled owner to meet next month's payment
increases.

Le Meridien hotels group has 20 financial creditors, including most of the
major lending banks.  It breached its banking covenants last month and had
to be put into the control of its banks, which include RBS, Merrill Lynch
and CIBC.

Last week, the company confirmed that it was in "constructive discussions"
with its banks and shareholders regarding a recovery plan.  It also said
that a presentation of a revised business plan had been well received by its
stakeholders.




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 publication
in any form (including e-mail forwarding, electronic re-mailing and
photocopying) is strictly prohibited without prior written permission of the
publishers.

Information contained herein is obtained from sources believed to be
reliable, but is not guaranteed.

The TCR Europe subscription rate is US$575 per half-year, delivered via
e-mail.  Additional e-mail subscriptions for members of the same firm for
the term of the initial subscription or balance thereof are US$25 each. For
subscription information, contact Christopher Beard at 240/629-3300.


                  * * * End of Transmission * * *