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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

                 Friday, June 6, 2003, Vol. 4, No. 110


                              Headlines

* E S T O N I A *

AS KLEMENTI: Makes Known Availability of Listing Prospectus

* F R A N C E *

NATEXIS BANQUES: Unloads Foreign International Client Portfolio
VIVENDI UNIVERSAL: U.S. Sale Generating Great Interest, Says CFO

* G E R M A N Y *

BANKGESELLSCHAFT BERLIN: Silent on Plans to Sell Credit Unit
BERTELSMANN AG: EMI's Recorded Music Division Files Lawsuit
DAIMLERCHRYSLER AG: Ratings Under Review for Possible Downgrade
HVB GROUP: Issues an Exchangeable Bond on Lufthansa AG Shares
MAN AG: Rypprecht Gives Update on Financial Performance at AGM
MAN AG: Discloses Decisions Made at 2003 Annual General Meeting
MMO2 PLC: Unit to Launch 50:50 Joint Venture With Tesco Mobile
PROSIEBENSAT.1 MEDIA: BaFin Asks for More Information From Saban
VIVANCO AG: Director for International Business Leaves Firm

* I R E L A N D *

ALLIED IRISH: Outlook Revised to Positive; Ratings Affirmed
C&C: Says It Has Not Considered Divesting Non-Drink Operation
WATERFORD WEDGWOOD: Axes 1000 U.K. Jobs, Moves Production to Asia

* M A C E D O N I A *

HEMTEKS AD: Liquidators Seek Investors for Business
MAKEDONKA TEXTILES: Liquidators Put Up Tender Offer
NOKATEKS: Liquidators Sell Assets Through Public Tender

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

FORTIS N.V.: Board of Directors Plan to Propose Cash Dividends
GETRONICS N.V.: Takes Next Step in Non-Core Asset Disposals
KLM ROYAL: Issues Traffic and Capacity Statistics for May 2003
KONINKLIJKE AHOLD: Mum Regarding Sale of U.S. Food Unit

* P O L A N D *

NETIA HOLDINGS: To Discuss Coverage of Losses With Shareholders

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

ABB LTD.: Plans to Sell Stake in Swedish Export Credit Corp.
ABB LTD: Ratings Unaffected by Sale of Swedish Export Stake
CABLECOM AG: Bankruptcy Still Looms Despite Due Date Extension

* U N I T E D   K I N G D O M *

ACCIDENT GROUP: HBOS Claims No Responsibility on Staff Wages
AQUILA INC.: Shareholders Restructures Board of Directors
BRITISH AIRWAYS: Traffic and Capacity Statistics for May 2003
CABLE & WIRELESS Posts Results; Discloses Refocus of Operations
CABLE & WIRELESS: Moody's Reviews Ratings for Possible Downgrade
CORDIANT COMMUNICATIONS: Receives Letter of Request for EGM
CORUS GROUP: Talks on New Three-year Banking Facility Underway
EDINBURGH FUND: Chairman Gives Update on Business Performance
GAIA LIMITED: In Administration; Business Up for Sale
KNIGHT FRANK: Offers Business for Sale at GBP2.5 Million
NETWORK RAIL: Could Be Worse Than Railtrack, Says Regulator
SCM CORRUGATING: Joint Liquidators Offer Business for Sale


=============
E S T O N I A
=============


AS KLEMENTI: Makes Known Availability of Listing Prospectus
-----------------------------------------------------------
Translation of listing prospectus of AS Klementi public share
issue is available on the Internet homepage of the Tallinn Stock
Exchange at http://www.hex.ee/prospectuses

                     *****

The extraordinary general meeting of shareholders of AS Klementi
decided to increase the share capital of the public limited
company through ancillary monetary contribution by EEK 5,750,000,
by issuing 575,000 new A-shares with a nominal value of EEK 10
per share.

In a statement the company revealed the details of the issuance:

-- The issue price of the shares is EEK 27.50 (twenty seven
kroons and fifty cents) per share, thus the issue premium is EEK
17.50 (seventeen kroons and fifty cents) per share.

-- The share capital is EEK 18,968,750 (eighteen million nine
hundred and sixty eight thousand seven hundred and fifty).

-- The shares to be issued yield the right to dividends starting
with the financial year of the increase of the share capital.

-  The subscription period of the new shares starts at 9.00a.m.
on 02.06.2003 and lasts until 5.00p.m. on 10.06.2003.

-  It was decided to preclude the pre-emptive subscription right
of the new shares with the objective of ensuring the involvement
of new shareholders and improving the liquidity of shares on the
secondary market.

-  It was decided that first the applications of small investors
will be satisfied, i.e. the applications of investors who
subscribed 1,000 (thousand) to 10,000 (ten thousand) shares and
next the applications of all other investors who had subscribed
shares will be satisfied.

-- The subscription of shares is conducted through the account
operator banks of the Central Depository for Securities in
accordance with the rules and regulation of the Estonian Central
Depository for Securities. The subscribed shares have to be paid
for at the subscription and the payment has to be made in
monetary contribution to a special account opened by the Estonian
Central Depository for Securities.

-- Should it transpire that the shares have been subscribed over
the planned increase of share capital, the supervisory board of
the public limited company will decide on the distribution of
shares between the subscribers.

-- The public limited company enters into an agreement with AS
Alta Capital to guarantee the issue subscription, according to
which the issue underwriter undertakes to subscribe and buy the
shares that remained unsubscribed during the subscription period
at the issue price (i.e. EEK 27.50 per share).

CONTACT:  TALLINN STOCK EXCHANGE
          Market Services
          Phone: +372 640 8800


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


NATEXIS BANQUES: Unloads Foreign International Client Portfolio
---------------------------------------------------------------
Natexis Banques Populaires sold its foreign international client
portfolio to BNP Paribas for an undisclosed amount, according to
La Tribune.

The transaction is understood as part of the bank's plan to
reorganize the custodian business, which made a net operating
loss of EUR10 million for the full year 2002.

The restructuring of the operation is aimed at generating gross
operating profit of EUR18 million in the business by the
beginning of 2005.

The deal is expected complete by the end of October, according to
an unnamed source.

The report also cited Natexis director Alain de Tonquedec saying:
"We have suffered from setbacks in the stockmarket as well as the
disappearance of several on-line brokers."

In April, Moody's downgraded Natexis Banques Populaires'
financial strength rating to C from B-, after the bank posted a
loss of EUR118 million within its structured equity derivatives
desk.

Moody's says Natexis has insufficient risk management for both
market and operational risk.  It added that the bank may also go
through a long process to reduce risks and positions in certain
products, for the capital markets division to be fully
restructured and stabilized, and for revised risk management
policies and control tools to be fully implemented.


VIVENDI UNIVERSAL: U.S. Sale Generating Great Interest, Says CFO
----------------------------------------------------------------
Vivendi CFO Jacques Espinasse revealed recently that negotiations
over the sale of Vivendi Universal Entertainment (VUE) are going
quite well and as a result the company's financial woes are
practically over.

"We are, as you say in America, over the hump.  We have had close
to US$9 billion worth of (asset) sales and more to go," Mr.
Espinasse said during a media conference Tuesday.

He said the company has received several offers for the U.S.-
based entertainment unit, which operates cable networks such as
USA and Sci-Fi and theme parks.  The offers vary from wanting the
entire group of assets, including games and theme parks and
Universal Music, to just the cable television assets.  He
admitted that these offers could trigger different tax and
regulatory issues in the U.S. and Europe.

According to Reuters, these possible tax liabilities from asset
sales have created quite a stir.  Among those raising a howl is
USA Interactive Chief Executive Barry Diller, the former head of
VUE.  Reuters says Mr. Diller is currently at odds with Vivendi
over a tax liability he is bound to absorb should the U.S.
entertainment arm is sold.

Mr. Espinasse said selling VUE could trigger a tax liability of
EUR2 billion "if we do it in a stupid way, that is true. If we do
it smartly, it is completely wrong."

For example, he said, if the company sells all of VUE then there
is no tax: "If we sell to someone interested in just TV assets,
we could buy back the theme parks and studios."


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


BANKGESELLSCHAFT BERLIN: Silent on Plans to Sell Credit Unit
------------------------------------------------------------
Bankgesellschaft Berlin refused to confirm a statement from a
member of its supervisory board that it intends to sell its
Allbank consumer credit unit to GE Capital.

The Financial Times said the parties are currently in
negotiations, and could announce next week the details of the
sale, which according to the source, is due to be completed in
September.

GE Capital also did not comment, but employee representatives of
both parties are believed to have discussed the transaction,
which could potentially help the ailing bank in its restructuring
efforts.

Bankgesellschaft Berlin wants to become a leaner and regionally
focused bank, concentrating on retail banking in its core region
and a few other profitable businesses.  It has plans of selling
other subsidiaries after posting net losses in 2002 of EUR699
million (US$818 million), up from EUR112 million in 2001.

Standard & Poor's, the rating agency, earlier said scaling back
several activities and staff by 4,000 should help in achieving
cost savings.

Bankgesellschaft has already tried on several occasions to sell
Allbank, which has 900 staff and a network of 70 branches across
Germany.


BERTELSMANN AG: EMI's Recorded Music Division Files Lawsuit
-----------------------------------------------------------
The recorded music division of EMI on Wednesday filed a lawsuit
in New York alleging infringement of copyrights on the part of
German media giant Bertelsmann.

The music company claims Bertelsmann committed the violation by
providing financial support to Napster, the failed Internet song-
swapping service.  It said the investment allowed Napster to
continue the service when the music industry was trying to stop
it.

EMI is the second large music company to have lodged such lawsuit
after Universal Music filed its own claim last month.  A group of
music publishers and songwriters also submitted class-action
lawsuits aimed at seeking compensation from the financial backers
of Napster, which filed for bankruptcy last year.

Both Universal and EMI are claiming damages of US$150,000 for
every case of copyright infringement.

EMI's Music Publishing operation is not involved in the current
lawsuit, but could join the class-action lawsuit against
Bertelsmann, the report said.

Bertelsmann declined to comment, according to the report.


DAIMLERCHRYSLER AG: Ratings Under Review for Possible Downgrade
---------------------------------------------------------------
The profit warning issued by Chrysler Group prompted Moody's to
put the A3 long-term ratings of DaimlerChrysler AG,
DaimlerChrysler North America Holdings Corporation, and their
supported subsidiaries on review for possible downgrade.  The
Prime-2 short-term ratings were confirmed.

The automobile company said Tuesday it is anticipating an
operating loss of around EUR1 billion in the second quarter of
2003.  The group, at the same time, said it is lowering its
fiscal 2003 operating profit target to EUR5 billion from EUR5.8
billion.

Moody's indicated to review the impact of the increasingly fierce
price competition in the U.S. automotive markets on the company's
financial performance, and the ability of the management to
offset the impact on the company's cash generation capabilities
and financial flexibility.

Ratings under review for possible downgrade are:

DaimlerChrysler AG: A3 rating for senior debt and Baa1 rating for
subordinated debt.

DaimlerChrysler North America Holdings Corporation: A3 rating for
senior debt;

DaimlerChrysler Australia/Pacific Pty. Ltd.: A3 rating for senior
debt;

DaimlerChrysler Canada Finance Inc.: A3 rating for senior debt;

DaimlerChrysler Coordination Center S.A.: A3 rating for senior
debt;

DaimlerChrysler International Finance B.V.: A3 rating for senior
debt;

DaimlerChrysler Japan Holdings: A3 rating for senior debt;

DaimlerChrysler Luxumbourg Capital S.A.: A3 rating for senior
debt;

DaimlerChrysler Luxembourg Finanz S.A.: A3 rating for senior
debt;

DaimlerChrysler U.K. Holdings Plc.: A3 rating for senior debt;

Chrysler Corporation: A3 rating for senior debt;

Auburn Hills Trust: A3 rating for senior debt;

Ratings confirmed are:

DaimlerChrysler AG: Prime-2 short-term rating;

DaimlerChrysler North American Holdings Corporation: Prime-2
short-term rating;

DaimlerChrysler Coordination Center S.A.: Prime-2 short-term
rating;

DaimlerChrysler U.K. Holdings Plc.: Prime-2 short-term rating;


HVB GROUP: Issues an Exchangeable Bond on Lufthansa AG Shares
-------------------------------------------------------------
HVB Group continues its program transformation 2003 by further
reducing its non-strategic equity portfolio holdings.

The bank is therefore issuing an exchangeable bond to dispose of
its entire stake of 2.1% in Deutsche Lufthansa AG. The issuing
entity is HypoVereinsFinance N.V. Amsterdam and the volume of the
transaction will amount to ca. EUR 125m. The pricing will be
fixed during a bookbuilding in the course of today [Wednesday].

The bond maturing on the 4th of April 2006 carries a fixed coupon
of 1.5%. The yield to maturity will be fixed between 1.875 -2.375
% and the conversion premium between 60 and 65%.
The bonds will be listed on the Luxembourg Stock Exchange.

HypoVereinsbank is sole bookrunner.

CONTACT:  BAYERISCHE HYPO- UND VEREINSBANK AG
          Presseabteilung
          Am Tucherpark 16
          80538 Munchen
          Phone: (089) 378-2 58 01/-2 55 12
          Fax: (089) 378-2 56 99
          Dr. Knut Hansen
          Phone: 089/378-24644
          E-mail: knut.hansen@hvbgroup.com


MAN AG: Rypprecht Gives Update on Financial Performance at AGM
--------------------------------------------------------------
Ladies and gentlemen,

On behalf of my colleagues on the Executive Board, I should like
to welcome you most warmly to this year's Annual General Meeting.
I am delighted that so many of you have once more accepted our
invitation and take pleasure in again welcoming numerous guests,
including several school classes and a number of students. I hope
you enjoy an interesting and informative day.

Ladies and gentlemen, Dr. Jung has just expressed his gratitude
to Dr. Schinzler, who is regrettably retiring from the
Supervisory Board. I should like to echo his words and thank you,
Dr. Schinzler, on behalf of the Executive Board for your
constructive and productive work as a member of our Supervisory
Board. Over the years, you repeatedly acted as a driving and
stimulating force in the interests of the company. We wish you
all the best, including strength and success in your present and
future assignments with the M�nchener R�ckversicherung, along
with our best personal wishes.

And now allow me to turn to the performance of the MAN Group. I
shall begin by reporting on the last financial year and recent
developments of the past few months. Subsequently I shall, as
usual, attempt to offer an outlook for the current year, as far
as this is possible in these difficult and rather uncertain
times, and provide an indication of how we intend to shape the
future.

Performance in 2002

Last year was marked by increasing political uncertainty and a
continuous deterioration in the economic situation.

We are active in more than 120 countries around the world, either
via our own subsidiaries or sales offices, and waning economic
momentum was recorded in almost all regions. At the same time,
economic researchers and international economic institutes
progressively retracted their forecasts for the year.

As a result, following on 2001, we now have another difficult
year behind us, although as you all know, hopes of an economic
recovery in the second half were still high last spring. However
in the end, we established that the markets for most capital
goods had once again contracted. The intensifying conflict in
Iraq created an additional strain. The extraordinary costs
incurred as a result of the Fairchild Dornier insolvency and the
abortive ARIANE 5 launch have already been described on several
occasions.

Considering these unfavorable conditions, the MAN Group performed
relatively well, remaining within the parameters forecast. This
is evidenced by the key figures.

New orders of 15.7 billion euros maintained their 2001 level.

Sales fell only slightly from 16.3 to 16 billion euros.

While domestic business remained weak, we were able to improve
our position abroad, the share of foreign orders increasing by 9
percentage points to 75% of all incoming orders over the past
five years.

Earnings before taxes rose marginally from 213 to 219 million
euros.

Our proposed dividend remains unchanged at 0.60 euros.

And last, but not least, we achieved our goal of an improved
financial balance, substantially reducing our net debt position
by 25% to 261 million euros.

Divisional results

The overall MAN Group result is based on very diverse
developments in the divisions and in individual companies,
whereby we can differentiate among three main categories.

Firstly the activities which achieved a turnaround and now show
high improvement potential, pending an economic upturn. At the
moment, these comprise our largest division of Commercial
Vehicles.

Secondly, those divisions or activities which continued to
perform at a high level, but due to the weak economy, were no
longer able to generate the record earnings of previous years.
These included the sectors of Industrial Services, namely the
Ferrostaal Group, Diesel Engines and most companies in the
Industrial Equipment and Facilities Division.

The third group is made up of companies impacted by especially
critical market conditions, which consequently suffered from very
low earnings or losses. These were primarily MAN Roland, MAN
Technologie and the SMS Group.

Based on this classification, I should like to begin with the
first group, represented by Commercial Vehicles.

Commercial Vehicles

The MAN Nutzfahrzeuge Group achieved a turnaround and was able to
record marginally positive pre-tax earnings in line with our
forecast, even though higher losses had to be absorbed in the bus
sector. Earnings before taxes reached 13 million euros, after
minus 49 million euros in 2001, representing a positive swing of
62 million euros. The operating result, that is before interest
and taxes, also rose strongly from 64 to 102 million euros.

This encouraging trend in pre-tax earnings resulted partially
from an improved financial balance and consequently lower
interest expense, due largely to the significant reduction in
inventories. The MAN-branded trucks sector showed a particular
improvement in operating performance, being able to increase pre-
tax earnings by more than 40% or 44 million euros to 142 million
euros, in spite of a 14% drop in unit sales.

In this sector, the far-reaching measures undertaken during 2001
and 2002 to restructure the organization and reduce costs began
to take effect. These included personnel reductions, a new
organizational structure, savings in material and overhead costs,
clear separation of production activities for different models
and reduced inventories leading to interest savings.

Although the British subsidiary ERF continued to have a negative
effect on earnings, the impact was much less than in the previous
year when, as you know, considerable expenditure was required to
streamline and restructure the company following the discovery of
manipulated balance sheets. ERF has meanwhile been merged with
the English sales subsidiary of MAN Nutzfahrzeuge to form MAN ERF
UK Ltd. While retaining a dual-brand strategy, the back-office
functions of both companies have been fully amalgamated.

With the exception of one assembly unit retained to complete and
modify the ERF models supplied from the Continent, which are now
based on MAN's TGA design, all production activity was
discontinued in July 2002. The new vehicles are meeting with
increasing acceptance amongst ERF's traditional customers and we
hope to recoup most of the market shares currently lost.

The problem child in the Commercial Vehicles Division is however
still the bus sector, which with losses of 84 million euros
slipped even deeper into the red than the previous year, when a
loss of 54 million euros was recorded. In addition to
consolidation of the loss-making NEOPLAN operations based on
figures for a full year instead of six months following
acquisition of the company in mid-2001, the reasons for this loss
were a slow market and the ensuing pressure on prices, but also
the fact that the costs of labor-intensive activities, such as
the construction of basic shells, are too high. This is forcing
us to relocate some of the simpler value-adding operations to our
plants in Poland and Turkey.

The full range of new measures to be undertaken in the bus
sector, most of which were announced in March of this year, is
aimed at drastically reducing costs and, by concentrating on
high-grade operations, at providing future long-term security for
some 2,500 of the 4,700 jobs originally recorded at German
locations in mid-2001.

Our target is to halve the loss in the bus sector in 2003, reach
breakeven by the fourth quarter of 2004 and move into the black
in 2005. A contribution towards achieving this goal will also
come from the new MAN-NEOPLAN platform strategy, enabling us to
construct both brands of buses using a considerably reduced
number of individual parts.

We are firmly resolved to restructure the entire bus operations.
We no longer intend to tolerate lasting loss contributions or
accept the bus business as a chronic subsidy candidate. I am
under the impression that all those involved, including the
employees, have realized the severity of the situation and I
therefore see a good possibility that, based on the steps just
outlined, as well as increasing utilization of synergies with
NEOPLAN, we shall at last be able to lead these operations out of
the red.

As a result of our consistent restructuring efforts, we are
expecting a further significant improvement in earnings for the
entire Commercial Vehicles Division in 2003, even in the face of
stagnating or only slightly increased sales volumes. This will
also be a decisive impetus for the profit performance of the
entire MAN Group, based on the assumption that the economic
prospects do not grow even gloomier.

Industrial Services, Diesel Engines, Industrial Equipment and
Facilities

The second group of largely stable business operations includes
the majority of MAN Group's activities. These were able to
maintain a high level of earnings, even if not quite matching the
record figures of 2001, which was to be expected.

The Industrial Services Division, which is represented by the
Ferrostaal Group and operates on a worldwide scale in the fields
of plant construction and trading in machinery and steel, as well
as providing logistics services, again recorded excellent pre-tax
earnings of 85 million euros, after the exceptionally high figure
of 104 million euros the previous year. Once again, Ferrostaal
proved to be a reliable provider of high-yield revenue for the
MAN Group. In spite of lower earnings, the return on capital
employed still reached 14.8%, falling only marginally short of
our 15% target.

The greater part of Ferrostaal's earnings resulted from major
orders for plant construction and contracting, as well from its
steel-trading and logistics activities. Earnings in the sectors
of industrial equipment and systems, and in the DSD Dillinger
Stahlbau Group were less satisfactory. DSD's domestic steel-
construction operations have come under severe pressure due to
underutilisation and considerable capacity reductions are
currently underway.

The Ferrostaal Group was the only MAN division to increase both
its order intake and sales. One new major order worth mentioning
in the plant construction and contracting sector, was for a
second ammonia plant in Trinidad & Tobago with a volume of more
than 300 million dollars, the first plant being successfully
commissioned in 2002. Added to this were sulphur recycling plants
for Chile and contracts for other plants received for instance
from Libya, Iran and Turkmenistan.

Ferrostaal's marked international bias and its competence in
creating customized projects and intelligent financing concepts
represent the key advantages of this group. These factors are of
particular importance in emerging and developing economies where
Ferrostaal also acts as a sales partner for other MAN Group
companies, demonstrating very distinctive synergies in our
diversified Group.

Declining global demand, especially in the case of cruise liners,
impacted the heavy four-stroke engine activities at MAN B&W
Diesel. At the same time, new orders for diesel power stations
also decreased, partially due to the trend in the dollar rate.
The two-stroke engines recorded only a temporary dip, since the
East Asian shipbuilding industry has meanwhile made a strong
recovery.

In spite of a decline in new orders, sales remained stable at
approximately 1.4 billion euros. Earnings before taxes of 68
million euros fell only marginally short of the record result of
75 million euros in 2001.

Although the return on capital employed fell slightly from 17.4
to 16.8%, it still exceeded our target.

Last year, MAN B&W Diesel successfully launched a new
turbocharger onto the market, rounded off its range of four-
stroke engines by adding medium-speed models, and not only
commissioned the world's most powerful heavy two-stroke engine
with an output of almost 100,000 hp, but also introduced a new,
fully-electronic control system to optimize consumption and
greatly improve emission levels.

In the near future, we will be presenting further innovations in
this sector to show that the potential of the diesel engine,
which with our technical and financial support, Rudolf Diesel
first set running in one of our Augsburg factories some 107 years
ago, is still far from being exhausted. Thanks to constant
innovation and improvement, we are now the world's leading
supplier of heavy two-stroke diesels, which are mainly
constructed under licence by companies in the Far East. On the
market for large four-stroke engines, we hold second place, a
much higher proportion of these being manufactured in our own
works.

In the course of the current year, business volume is expected to
decline in the wake of slowing market activity, leading to a
corresponding decrease in earnings. In the medium term, we assume
that demand will recover and that following our structural
realignment, there will be a return to higher profitability,
particularly in England.

The companies in the Industrial Equipment and Facilities Division
- excluding MAN Technologie which was mentioned at the outset -
were able to increase their total earnings from 58 to 68 million
euros.

The smaller companies bundled under "Other industrial equipment
and facilities", such as MAN DWE, MAN WOLFKRAN and MAN Logistics,
significantly improved their earnings contribution from 4 to 12
million euros.

The MAN Turbomaschinen Group, which since its successful merger
with Sulzer Turbo now holds third place on the world market for
compressors and industrial turbines, suffered a slight drop in
both new orders and sales. Based on the successful introduction
of new products and expansion of the service facilities, we are
sustaining our strong position on a currently difficult market.
Earnings decreased slightly to 22 million euros while the return
on capital employed slipped from 16.8 to 11.7%. The newly-merged
company was successfully integrated and reorganised, so that we
are still extremely satisfied with our takeover of Sulzer's
activities.

Although RENK, our transmissions specialist, recorded declining
business volumes and earnings, profitability remained above-
average, showing a 19% return on capital employed. At present,
RENK's most successful products include the automatic
transmission originally used only in Germany's Leopard tanks,
which thanks to its compact size and reliability is meanwhile
used by a large number of tank manufacturers in modified form.
There was also a rising demand for large-scale gear units for
stationary and marine use, as well as for our newly-developed
gear units designed for large wind-power stations.

Earnings also levelled off at Schw"bische H�ttenwerke GmbH - SHW,
although still remaining high and producing a return on capital
employed of 14%.

To complete the picture, let us take an overall look at the
Industrial Equipment and Facilities Division, including MAN
Technologie, which I shall also deal with separately. Here, new
orders dropped from 3.4 to 3.3. billion euros and sales from 3.6
to 3.5 billion euros. As a result of the setback at MAN
Technologie already mentioned, earnings declined from 63 to 29
million euros.

This second category of companies, where there was little change,
also included MAN Financial Services. As a result of the weak
economic climate and more intensive credit checks, our financing
subsidiary experienced a drop in its intake of new leasing
business. Sales however rose yet again, leading to a slightly
improved EBT figure of 17 million euros.

Printing Machines, MAN Technologie

Ladies and gentlemen, based on the classification undertaken at
the outset, I now come to the third group of companies which came
under considerable pressure last year as a result of extreme and
therefore unforeseeable market developments.

The printing-press business suffered immensely from restrained
investment activity on the part of printing companies in the wake
of the global depression on the advertising and promotion
markets. The printing industry has run into an unusually
difficult situation, such as we have never experienced before.

After several years of pursuing a remarkably successful product
and market strategy, which enabled the MAN Roland Druckmaschinen
Group to strengthen its position as world leader in the sector of
newspaper printing systems and become the second-largest supplier
of sheetfed presses, the company was able to generate record
earnings of 89 million euros in 2001.

However, the slump in market activity experienced last year,
especially the lower turnover in the sheetfed sector, loss-making
customer-financing activities in the US and the necessary
restructuring costs, caused profits to drop to 10 million euros
in 2002. New orders dropped by 23% in the MAN Roland
Druckmaschinen Group, due mainly to the fact that following the
downturn in the sheetfed sector, orders for webfed systems also
declined. Sales decreased by 13% to 1.8 billion euros, although
due to their long throughput time, webfed systems remained almost
stable, while the quick-turnaround sheetfed business contracted
by a double-digit figure.

At the end of last year, MAN Roland began the process of bundling
three of its sheetfed works in Offenbach. This step is part of an
extensive set of measures which also includes the webfed
production sites in Augsburg and Plauen, and is scheduled to
bring savings of 130 million euros.

Our efforts are focused on two aspects. Firstly, we must weather
the present very difficult economic situation and adjust our
capacities - this being achieved by introducing short-time work,
as well as other means. In addition, we must however - and this
applies mainly to the sheetfed operations in Offenbach - lower
the breakeven point on a long-term basis in order to improve
resistance to future fluctuations in capacity utilization and
offset market-induced pressure on margins. By concentrating works
in the Offenbach area and at the same time reducing the vertical
production range, as well as continuing our restructuring
program, which also includes reorganization of a wide range of
business processes, we are on the right track. This process of
realignment will entail a corresponding reduction in personnel.

In spite of this strained situation, we still continued our
research and development drive, with expenditure amounting to 7%
of sales in the sector of webfed and sheetfed systems. It is
expected to remain at about this level in future. As a result of
our acquisition of the Hamburg software company, ppi, at the
beginning of 2002, we have positioned ourselves as world leader
in the market for the electronic control and networking of
printing works, including upstream editorial activity. This
year's first deliveries of the new ROLAND 900 XXL model close a
gap in the range of large-size sheetfed systems, greatly
increasing our market opportunities.

These are key steps directed at expanding our market shares over
the next few years. We are still expecting a distinctly weak
performance this year in terms of markets and volumes, so that
earnings will show a negative figure. However, we anticipate new
stimulus, although initially at a low level, in 2004, which is
the year of the drupa, the world's largest printing-equipment
fair.

As already briefly mentioned, our aircraft and aerospace
subsidiary MAN Technologie was exposed to two major negative
developments in the European aerospace industry. Namely, the
crisis in the European Ariane space program as a result of fewer
satellite launches and the problematic financial situation at
Arianespace, including technical problems with the ARIANE 5. This
was coupled with the insolvency of the aircraft manufacturer
Fairchild Dornier, for which we had, as a supplier, carried out a
considerable amount of work in advance. In addition, the
discontinuation of NASA's expansion program for its international
space station further depressed business activity.

The consequences were high depreciation, operating losses and
restructuring costs, so that after a profit of 5 million euros in
2001, a pre-tax loss of 39 million euros was incurred in 2002.
Here again, we had to initiate radical countermeasures to adjust
production capacity in line with what could be a longer-term
reduction in market volumes.

The SMS Group continues to suffer from extremely weak activity on
its global markets and must consequently undergo further
restructuring. It was however still able to improve earnings from
minus 9 to plus 6 million euros.

Allow me to conclude my review of the divisions by briefly
mentioning the holding company, MAN AG. Its earnings performance
was marked mainly by the absence of the extraordinary costs
accruing from the British subsidiary ERF in 2001. Discontinuation
of this additional expenditure led to an improved result under
the item "holding, other and consolidated" in 2002, from minus 84
million euros to minus only 3 million euros.

Income statement, balance sheet

At this point, ladies and gentlemen, I should like to bring my
overview of divisional activities to a close and comment on the
main features of MAN's consolidated financial statements,
focusing on the main items in the income statement and balance
sheet. The figures can be found in the Annual Report from page 88
onwards. I shall begin with the income statement.

Compared with the 2% decline in sales revenue to just over 16
billion euros already outlined, the gross margin fell by slightly
more, namely 4%. There were two reasons for this, the first being
a shift towards a higher proportion of consolidated sales
accruing from trading and financing activities, which are known
to yield substantially lower margins. This led to an optical
reduction in the consolidated margin. Secondly, accounts for
several loss-making contracts were settled in the Industrial
Equipment and Facilities Division, again lowering the return on
sales, but failing to impact earnings owing to the loss
provisions made in earlier years. Printing Machines also
generated a lower gross margin in 2002. These effects concealed
the very positive impact of the improved margin in the Commercial
Vehicles sector resulting from cost-savings.

In the case of other income and expenses, other operating income
and other operating expenses declined, showing on balance an
improvement of 127 million euros. During 2001, there were a
number of extraordinary occurrences, both on the expense and
income sides, which did not recur in 2002.

Expenditure on research and development totalled 580 million
euros in 2002, after 620 million euros the previous year. This
amounted to 4.6% of the sales generated by our manufacturing
companies and was some 6% lower than expenditure in 2001, which
included a major R&D thrust to complete development of the new
truck series. Expenditure was curbed in the R&D sector in 2002,
but to a lesser extent than in other cost centres - and this
figure was still appreciably higher than the levels of earlier
years. This shows that we are by no means neglecting provision
for our future.

Earnings before interest and taxes reached 391 million euros, 6%
lower than the previous year's figure of 416 million euros. A
substantial improvement in earnings resulted from the net
interest result of minus 172 million euros, an improvement of 31
million euros compared with 2001. This was partially due to our
lower net financial debt, which was systematically reduced as
planned. The falling interest rates throughout the year also
helped to enhance the interest result, allowing for a marginal
improvement in earnings before taxes to 219 million euros,
compared with 213 million euros in 2001.

Tax expenditure incurred by the MAN Group rose by 16% to 72
million euros, which was considerably more than the increase in
the pre-tax result. This rise accrued primarily from trade tax
and deferred taxes. Net income amounted to 147 million euros, 4
million euros less than the previous year. The higher earnings
generated by the SMS Group resulted in a renewed increase in
minority interests to 12 million euros, causing earnings per
share to fall from 1.01 to 0.92 euros.

The returns recorded by the MAN Group confirm that 2002 was a
difficult year. Although the final figures were in line with
forecasts, they were well below the average targets that we have
set ourselves for the duration of any economic cycle and which
were last achieved during the 1999/2000 financial year. The
return on sales, targeted at 5%, reached no more than 1.4%. This
reflected the extremely weak results achieved by the Roland and
Technologie operations, as previously described, but also the
improved, yet still below-average results in the Commercial
Vehicles Division and the SMS Group.

In the other divisions and subgroups, the return on sales was
more or less in line with expectations. This also applied to the
return on capital employed, for which we have set an average
target of 15% over the period of any economic cycle, and which
amounted to no more than 6.9% in 2002.

MAN Aktiengesellschaft, whose result is significant for
determining the amount of the dividend, generated a net income of
108 million euros in 2002, after 88 million euros in 2001. 20
million euros of this was appropriated to retained earnings
reserves, while unappropriated retained earnings amounted to 88
million euros. Today, we would like to propose that this sum be
distributed in the form of a dividend amounting to EUR0.60 per
share, the same as last year.

Ladies and gentlemen, I should now like to return to the
consolidated financial statements, more specifically the
consolidated balance sheet. The overall picture shows that we
made further progress in reducing the resources tied up in
operating assets during 2002 and that balance sheet ratios
improved, in spite of the difficult economic situation.

The volume of fixed assets decreased by 2% to 3.7 billion euros.
Capital expenditure was reduced considerably from 1,278 million
euros in 2001 to 997 million euros. 463 million euros, a
reduction of 16%, were spent on tangible and intangible fixed
assets, following substantial increases in investment volumes in
recent years to launch the new TGA truck series. For the first
time in many years, the capital expenditure on tangible and
intangible assets of 463 million euros was lower than the figure
for depreciation and disposals which amounted to 522 million
euros.

It was also possible to reduce the level of funds committed in
the form of inventories and receivables by 4% to 5.4 billion
euros, in spite of a considerable drop in the prepayments
received. In both cases, this contributed to an overall positive
development in the financial position of the MAN Group during
2002. The gross financial debt declined from 1.9 billion euros to
1.5 billion euros, the negative financial balance being reduced
from 347 million euros to 261 million euros.

This year, we are continuing to actively pursue our goal of
decreasing net debt levels, even though these are already low.

At 2.9 billion euros, MAN Group equity remained the same as in
2001, while the equity ratio improved from 23.7% to 24.7%.
Excluding loan-financed equipment which is leased out, 97% of our
fixed assets are now covered by equity, compared with 93% in
2001.

Pension accruals amounted to almost 2.1 billion euros, after 2.0
billion euros in the previous year. These are valued in
accordance with IAS, allowing for index-linked developments
affecting future pension adjustments and benefits schedules,
based on current estimates of biometric trends.

In recent months, discussion has focused on using pension
accruals, external funds or other methods to finance company
pension schemes. In the notes to this year's financial
statements, we have therefore outlined the situation in the MAN
Group in rather more detail than previously, as can be seen in
the Annual Report from page 113 onwards. As you know, our pension
commitments are essentially financed by provisions in the form of
pension accruals. In 2002, we again earned the costs of servicing
current pension obligations accruing during the financial year
and the interest expense for obligations which had already
accrued, representing together a total of 170 million euros.

These were offset by pension payments of 109 million euros. This
means that based on the traditional German method of booking
retirement benefits, our own balance sheet shows an internal
financing contribution of 61 million euros. During the generally
weak financial year of 2002, the return on capital employed of
6.9% was still higher than the accrued interest rate of 6%.

Overall, the MAN Group has long-term capital amounting to 5
billion euros, representing 43% of our total capital. It was
possible to reduce short and mid-term loans by 0.5 billion euros
to 6.7 billion euros.

So much for the performance of the MAN Group in terms of income,
expenditure and balance-sheet assets.

Employees

The number of employees in the Group continued to decline. This
is inevitable when faced with cutting excess capacity, reducing
costs, restructuring sites and bundling underutilised production
structures.

During 2002, the number of employees in the MAN Group decreased
by 2,552 to 75,054. Based on a comparable scope of consolidation,
that is excluding some minor acquisitions made in 2002, 3,017
jobs were shed, representing about 4%. On the same basis, the
number of employees fell by 2,345 during 2001. This makes a total
of 5,362. Including the temporary staff whose employment ended
during this period, we more than achieved the anticipated
reduction of 6,000 employees announced two years ago. Ladies and
gentlemen, in view of the unchanged difficult situation on our
markets and the pressure on prices and conditions, this
adjustment process is not yet complete. Above all in the sectors
of printing systems and buses, but also in the SMS Group and some
of our foreign companies, further modifications will have to be
considered. This process will continue throughout this year and
next year.

Wherever possible, we try to reduce staff without terminating
contracts for operational reasons and on a socially-acceptable
basis, which is successfully realised in the majority of cases.
In addition, we make use of many possibilities for opening up new
perspectives to employees leaving the company, either by
negotiating a lump-sum compensation, contacting employment and
training agencies, or via our own placement efforts. Perspectives
are also created within the company based on our efforts to
promote vocational and management training, as a result of which
our employees are generally well-qualified and consequently enjoy
better prospects on the job market.

Once again, the proportion of employees working for the MAN Group
outside Germany rose slightly from 34% to 35%. This reflects the
trend in the spread of our business volume, 75% of which is, as
already mentioned, meanwhile generated abroad. Five years ago,
the share of foreign-based workers amounted to no more than 26%
and foreign business volume to 69%. This is of course also a sign
of the particularly weak development in our domestic business.

At this point, I should like to expressly thank all our staff at
home and abroad, in all our subsidiaries and branches, for their
dedication and their commitment in such difficult times.

Corporate Governance

Ladies and gentlemen, for some time now, politicians and industry
have been intensively preoccupied with the subject of corporate
governance, namely criteria for ensuring good and responsible, as
well as transparent management and control of commercial
enterprises. We believe that up until now, we have however been
very much on the right track.

The German Corporate Governance Code has provided us with a
standard, based on which we are able assess and substantiate our
performance.

>From the outset, the level of concurrence between our rules and
regulations and the provisions of the Code was extremely high.

In order to improve this even further, the appropriate
resolutions have been passed by the Executive and Supervisory
Boards and today, we wish to request you amend the memorandum and
articles to enable us to additionally comply with the last
outstanding recommendations. These relate to separate
remuneration for the deputy chairmen of the Supervisory Board and
the chairmen and members of the Audit Committee. In this way, we
can acknowledge the special commitment called for in such
positions. Should you agree to this amendment, we will fully
comply with the Code's recommendations.

We have meanwhile set up a Supervisory Board Audit Committee,
whose responsibilities were previously carried out by the
Standing Committee.

Another recommendation which has already been realised is
adherence to the 45-day period for publishing quarterly reports
and the 90-day limit for reporting on the previous financial
year.

A complete overview of the degree of compliance with the Code,
including its non-binding suggestions, can be found on our
website.

Shares

Ladies and gentlemen, a constantly recurring theme at our Annual
General Meeting in recent years has been the position of our
shares in the DAX 30 share index. Following revision of the DAX
criteria, according to which only the most liquid free-floating
share class is relevant, in our case the ordinary shares, and our
share-conversion project in the summer of 2002, we have been able
to substantially strengthen our position in the index.

The conversion of preference into ordinary shares was extremely
successful. At this point I should very much like to thank those
former preference shareholders who responded to our appeal and
exchanged their securities for ordinary shares. You have remained
loyal to your company, taking a step that was both right and very
important, although it involved payment of a premium, and
consequently making a significant contribution towards
stabilising our position in the DAX. In all, just under 31
million of the almost 37 million original preference shares were
converted into ordinary shares. As a result, the number of free-
floating ordinary shares increased by 44%.

Today, we would like to ask you to renew our authorisation to
repurchase the company's own shares. This more or less represents
an extension of the existing authorisation granted last year by
another eighteen months. At the present time, there are no
concrete plans to purchase MAN shares. Full details of this item
of the agenda are explained at length in your invitation to this
Annual General Meeting.

As already reported at the last Annual General Meeting, all own
preference shares held by the company were cancelled in March
2002 and since then, no more shares have been repurchased. This
means that MAN does not hold any own shares at the present time.


The performance of our shares in 2002 was of course by no means
satisfactory. In view of the unfavourable economic trends, the
stock markets were generally weak, although the prices of our
ordinary shares tended better than the DAX at the beginning of
2002. Taken over the year as a whole, their performance remained
in line with the DAX. During the first five months of this year,
our share prices have once again outperformed the index, which
has risen by 3% since the beginning of 2003. MAN's ordinary
shares have however increased by 10%, this performance
positioning us among the top third of the DAX-listed stocks.

I very much regret that the economic and stock-market trends, and
subsequently your company and MAN share prices, have not rewarded
you, our shareholders, with a sustained rise directly following
the share conversion project.

In the event of a prolonged recession, we as a manufacturer of
capital goods cannot isolate ourselves from general economic
developments, but as a diversified Group with activities in the
fields of vehicle construction and mechanical and plant
engineering, we are by no means as dependent on economic cycles
as a one-product company.

For some time now, public opinion on this subject has also been
changing. Conglomerates are no longer automatically dismissed,
many analysts having recognised that what counts in the long term
is the ability to generate profits, even during a protracted
economic downswing, and to earn one's own funds for investing in
the future without making excessive use of the capital markets.

Current developments

Ladies and gentlemen, the necessary adjustments have to a large
extent been completed or initiated and in the course of this
year, we shall be taking the remaining steps to ensure that the
entire Group becomes more competitive and more profitable in the
future. We are using this period of weak economic momentum in the
marketplace to consolidate, reduce costs and make ourselves lean
and fit.

It cannot however be denied that the unexpectedly restrained
economic activity has made us aware of weak spots in the Group
which would not have come to light in a more favourable
environment. This helps us to take a more fundamental and far-
reaching approach to many issues than would be possible under
normal circumstances.

First quarter of 2003

The results for the first quarter of 2003, but above all the
economic forecasts for 2003 which have been revised downwards yet
again, have strengthened our conviction that this approach is
right. As already reported, new orders for the period January to
March fell by 2% compared with the same period last year, due to
the economic situation and currency effects. Sales on the other
hand rose by 5%, this being largely attributable to additional
settlements which led to higher sales at Ferrostaal and in the
Industrial Equipment and Facilities Division. It was possible to
improve earnings before interest and taxes, the EBIT, by 43
million euros to plus 5 million euros, while earnings before
taxes improved by 44 million euros, but still showed a loss of 31
million euros.

The first quarter of each financial year is traditionally very
weak at MAN and we pointed out to the press and analysts at an
early stage that a negative EBT was possible for the first
quarter. However, the result apparently surprised many people and
was partially responsible for the temporary fall in our share
prices in mid-May. In the case of plant and engineering
companies, quarterly and even six-monthly figures are problematic
and can only be used to a limited extent as a basis for
projections, since considerable fluctuations are often recorded
during these short periods.

The provisional new order figures for May underscore the current
weak state of the market. As per the end of May, we now show a
cumulated shortfall of around 5 % compared with last year. This
setback is due partially to exchange rates and partially to the
impact of an abrupt downturn in business in China.

In view of the current project status, we expect to be able to
close this gap over the next few months.

Currency effects

For the first time, we noted a clearly quantifiable effect of
currency exchange rates on our business volume during the first
quarter. The increasing value of the euro, especially against the
dollar, but also against the pound and yen, resulted in a
calculative reduction in our incoming orders of about 2
percentage points. After adjustment for exchange-rate
fluctuations, orders would have remained stable compared with
last year's figure. This was not as strongly evident in the case
of sales, due to the time lag between receipt of new orders and
their impact on sales. Thanks to our extensive forward cover,
there have as yet been scarcely any noticeable effects on
earnings.

Currency hedging is in place for all major contracts, as well as
the greater part of our current operations. Consequently, the
rising value of the euro has not yet had a direct influence on
earnings, but is affecting current contract negotiations and the
related price structuring. In the event of a sustained downward
trend in the dollar, we must undoubtedly expect increasing
negative implications for our earnings performance.

Outlook

Ladies and gentlemen, I now come to the outlook for the full
financial year of 2003. In recent weeks, our business environment
has continued to suffer and failed to develop as expected some
two months ago, based on the favourable scenario of a short war
in Iraq. Although the swift end to the war means that the impact
of this conflict on the global economy will remain fairly
minimal, a new element of uncertainty has emerged and is already
having a market effect on our business activity in Asia, namely
the SARS epidemic.

This is mainly affecting China which, as the only major country
to record appreciable rates of growth over the past two years,
has moved up to head the list of the world's growth regions.

The countries of Asia are now predicting a notable setback in
their growth for the full year. Travel is still greatly
restricted and projects are being delayed. Although the epidemic
may have almost disappeared from the media, it will continue to
leave its mark on our export business to China and neighbouring
countries.

The economic prospects for this year, and unfortunately also for
the coming year, have generally become even gloomier in recent
months. For this year, the German government, economic research
institutes, the EU Commission, the OECD and the International
Monetary Fund have all readjusted their growth forecasts for
Germany's gross domestic product, which includes exports, from on
average 1.5 to 2% down to figures of around 0.5%. And for 2004,
the OECD has for instance already reduced its prediction for
Germany from 2.5 to 1.7%. Similarly, the forecasts for the
industrialised Western countries as a whole are also edging
downwards.

Although as always, our various divisions may be expected to
perform differently, this still means an overall decline in the
demand for capital goods, increasing pressure on the conditions
for new orders and on margins.

Even under these difficult conditions, we must and we shall
improve our competitive strength and achieve a sustained increase
in profitability, so that we emerge not only intact, but with
renewed strength from this phase of weak economic activity. We
are also adhering to our goal of achieving an improvement in
earnings by the end of this difficult year.

This can however only be realized by introducing additional cost-
management measures, some of which I have already outlined during
this speech. I am convinced, ladies and gentlemen, that by the
end of this year, we shall be able to say that we have done what
is required of us as managers of a commercial enterprise. Please
rest assured that as soon as light appears at the end of this
economic tunnel, we shall be prepared for immediate acceleration.

Thank you for your attention.


MAN AG: Discloses Decisions Made at 2003 Annual General Meeting
---------------------------------------------------------------
Corporate Governance Code implemented/Dr. Heiner Hasford joins
the Supervisory Board

At the 123rd Annual General Meeting of MAN Aktiengesellschaft,
the shareholders passed an amendment to the memorandum and
articles of association, allowing MAN to now fully comply with
the current recommendations of the German Corporate Governance
Code. Dr. Heiner Hasford was newly elected to the Supervisory
Board for its remaining term of office as successor to Dr. Hans-
J�rgen Schinzler who has resigned from the Board. The proposal
put forward by the Executive and Supervisory Boards regarding
renewal of their authorisation to repurchase the company's own
shares was also passed.

The Annual General Meeting adopted an amendment to the company's
memorandum and articles to the effect that, as from the 2003
financial year, persons acting as deputy to the Chairman of the
Supervisory Board will each receive an amount equivalent to one-
and-a-half times the remuneration due to an ordinary member of
the Supervisory Board. Each member of the Audit Committee will in
future receive additional remuneration amounting to 25% of the
remuneration due to an ordinary Supervisory Board member and its
Chairman an additional amount of 50% of such remuneration. This
provision acknowledges the additional commitment required of
these members of the Supervisory Board. As a result of the
amendment, MAN has now implemented all the recommendations of the
German Corporate Governance Code.

Dr. jur. Heiner Hasford, Member of the Executive Board of
M�nchener Ruckversicherungs-Gesellschaft, was newly elected by
the shareholders to the Supervisory Board of MAN AG. He replaces
Dr. jur. Hans-J�rgen Schinzler, who has been a member of the
Supervisory Board since 1 March 1993 and resigned from office
with effect from the end of this year's Annual General Meeting.

Moreover, the shareholders authorized the Executive Board,
subject to approval by the Supervisory Board, to purchase MAN
ordinary and/or non-voting preference shares by way of one or
several transactions, up to an amount equivalent to no more than
10% of the present share capital, i.e. no more than a total of
14,704,000 shares, up until 3 December 2004. They also voted in
favor of a dividend distribution of EUR0.60 per share, which
remains unchanged compared with the previous year. A discharge
was granted for both the Executive and Supervisory Boards.

The exact results of the voting on the individual items on the
agenda at the Annual General Meeting are available in the
Internet at http://www.man-group.com

MAN Aktiengesellschaft
The Executive Board


MMO2 PLC: Unit to Launch 50:50 Joint Venture With Tesco Mobile
--------------------------------------------------------------
Tesco and O2 on Wednesday announced the creation of a new 50:50
joint venture, Tesco Mobile. The new company will sell
exclusively Tesco branded mobile services in Tesco stores across
the U.K., using O2's technology and network, and is expected to
grow towards two million customers.

Tesco Mobile aims to launch later this year with the objective of
having branded pre-paid phones on sale in stores and through
tesco.com in time for Christmas, following which contract phones
will be launched by tesco.com. Over the first two years of
operation each company will invest GBP8 million pounds in the
joint venture.

The 50:50 partnership will deliver great benefits to both parties
and to shoppers: Tesco gets a first class service that is
squarely focussed on their customers; O2 gets a powerful new
mobile retail business that complements its own retail stores and
other branded channels.

The new service will give Tesco customers access to supermarket
style offers and the chance to earn Clubcard points when buying
handsets and airtime.

Sir Terry Leahy, Chief Executive of Tesco, said:

'Customers tell us that they want simplicity and value from a
name they can trust and that is what Tesco Mobile will offer. The
service will be convenient. You'll be able to buy handsets in
store or over the Internet, and charges will be simple and clear.

'O2 is a good partner for Tesco. They have a strong management
team and we work well together.

'Customers like our new retail services. Look at the success of
Tesco Personal Finance and Tesco.com. They are keen for us to
enter the Telecoms market.'

Peter Erskine, Chief Executive of mmO2, said:

'In today's competitive and complex mobile market, where
customers have ever increasing choice, we remain 100% committed
to providing O2 branded services that deliver the 'best customer
experience' to our key target segments. Our JV with Tesco
perfectly complements this retail branded strategy by giving us
an ideal way of reaching important new customer segments with
great mobile services.

'The terms of the JV create a sound and sustainable business
model for both parties. O2 will make a return both through Tesco
Mobile's earnings and the more efficient use of our network
capacity. We anticipate no material impact in the current
financial year but positive returns in the future.'


                     *****

The joint venture agreement is open ended with a five-year lock
in period during which time neither shareholder may sell its
stake.

Tesco Mobile will be located in Slough, and will have
approximately 25 full time employees in the first year of
operations.

O2 and Tesco will have equal representations and voting rights on
the board.

Andy Dewhurst, has been appointed as Tesco Mobile's Chief
Executive.

Andy was previously Marketing Director of Tesco Personal Finance.
Matthew Key, O2 U.K.'s Chief Financial Officer, with be Tesco
Mobile's Chairman.

Tesco Mobile will market to consumers only.

Tesco Mobile will operate on a stand-alone commercial basis and
will bear all subscriber acquisition costs.

Tesco Mobile's services will be marketed and sold only through
channels owned by Tesco.

O2 will provide all of the agreed Telecommunication Services to
Tesco Mobile on an exclusive basis.

O2's network has coverage of 99% of the U.K. population and
roaming agreements with 328 networks in 142 countries worldwide.

Tesco has already announced it will launch a fixed line service
later this year.

Tesco

Tesco is the U.K.'s leading supermarket with over 14 million
customers each week.

Telecoms will be the third retail service offered by Tesco;
tesco.com is already the largest on-line grocer in the world and
Tesco Personal Finance has signed up nearly four million
customers in just five years. Tesco operates four distinct
formats, from convenience stores to hypermarkets, and has 296,000
employees worldwide, with 220,000 in the U.K. Tesco's core
purpose is to create value for customers to earn their lifetime
loyalty. Tesco operates in ten countries and is the market leader
in six.

O2

O2 aims to enrich customer's lives by enabling them to get the
most from their mobile. As a leading provider of mobile services
to consumers and businesses in the U.K., O2 offers a range of
services including text, media messaging, games, always on data
connections (via 'GPRS') and much more. O2 (U.K.) Limited is a
subsidiary of O2 plc, which also delivers O2 branded services in
Ireland and Germany. O2 has approximately 12 million customers in
the U.K.

                     *****

Mmo2 recently reported before-tax loss of GBP10 million due to
exceptional charges of GBP9664 million.

CONTACT:  TESCO
          Lucy Neville Rolfe
          Phone: 01992 646 606

          Steve Butler, Investor Relations
          Phone: 1992 644 800

          O2
          David Nicholas
          Simon Gordon


PROSIEBENSAT.1 MEDIA: BaFin Asks for More Information From Saban
----------------------------------------------------------------
US billionaire Haim Saban has to back further his request for
exemption from having to tender for all outstanding shares in
ProSiebenSAT.1, the broadcaster he is trying to buy from
Kirchmedia.

"What we have seen is not sufficient. We have requested
additional documents, now the ball is in Mr Saban's yard," a
spokeswoman for German takeover watchdog, Bafin, said.

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 spokeswoman said the final ruling was unlikely to come before
next week, according to the Financial Times.

Advisers to Mr. Saban, Hogan & Hartson, are scheduled to meet
BaFin officials this week.

The American investor stands to face an additional EUR300 million
to EUR400 million in case he fails to obtain the exemption.
People close to KirchMedia also said it is true that EUR200
million worth of ProSieben high-yield bonds carried a "change of
control" clause and might have to be repaid following the
acquisition, as reported by Munich's Suddeutsche Zeitung.

Mr. Saban already missed the Saturday deadline for wiring the
EUR525 million into a German escrow account.  He could lose the
transaction if he fails to abide by the June 10 deadline of
finalizing terms of the transaction with KirchMedia's creditors
and administrators.


VIVANCO AG: Director for International Business Leaves Firm
-----------------------------------------------------------
Vivanco Gruppe, one of the leading European providers of CE-,
IT- and TC-accessories said its board member responsible for
finance/administration and international business has resigned
from the company.

Helmut Nussle, Vivanco Gruppe AG board member resigned at his own
request, the company said in a statement.  His post will
temporarily be taken over by board Frank Bussalb.

Vivanco recently announced measures designed to strengthen the
company with a restructuring concept developed together with
Roland Berger Strategy Consultants.

It plans to continue with the restructuring process started in
2002 by transferring several company functions to its head office
in Ahrensburg and to other suppliers.

The measure is expected to make 100 employees redundant until
early next year.

Overall cost cuttings will amount to about 12.6 million
EUR.

It also said that investors agreed to be prepared to support the
company's restructuring process by waiving claims totaling up to
EUR23.6 million.

The measures are designed to "compensate the weak market
conditions in the first three months 2003 and the current
negative market expectations for the full year 2003," Vivanco
said.


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


ALLIED IRISH: Outlook Revised to Positive; Ratings Affirmed
-----------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed all its
ratings on Allied Irish Banks PLC (AIB), including its 'A/A-1'
counterparty credit ratings on the bank.

At the same time, the outlook on AIB was revised to positive from
stable, as a result of the significant steps that AIB is taking
to ensure the integrity of its risk management procedures and
practices, strengthened integration across the group, and the
expectation that asset quality deterioration will be manageable
in the weaker economic environment.

"The ratings on AIB reflect its leading position in its main
market, the Republic of Ireland, and its overall good performance
track record, notwithstanding the 2002 announcement of a major
fraud in its U.S. subsidiary Allfirst Bank (Allfirst; A/Stable/A-
1)," said Standard & Poor's credit analyst Michelle Brennan.
Allfirst merged with M & T Bank Corp. (A-/Stable/A-2) in April
2003, giving AIB a 22.5% stake in the merged entity.

"The ratings on AIB also incorporate its Polish operations, which
dilute group creditworthiness because of the weaker asset quality
environment, and because they are unlikely to contribute fully to
the group in the medium term," added Ms. Brennan.

The Allfirst fraud had a sizeable financial cost, but also
highlighted weaknesses in the control environment, and failures
in broader oversight in detecting frauds perpetrated over a five-
year period. AIB has implemented a range of proactive initiatives
to tighten risk management and centralize its treasury
activities.

"Standard & Poor's believes that the merger of Allfirst with M &
T represents a good solution to AIB's weakened U.S. franchise,"
said Ms. Brennan. As the largest shareholder, AIB has strategic
management input into the enlarged M & T. AIB has stated that its
Tier 1 ratio will reach 8% as a result of the transaction, but
Standard & Poor's regards the benefits of the transaction to
AIB's adjusted common equity base to be more modest, because of
the capital charge for the investment in M & T.

Bank Zachodni WBK S.A. (BZ WBK; 'BBBpi'), 70.5%-owned by AIB, has
a strong franchise in western Poland. Asset quality is still
weak, although it compares well with local peers, and systems and
procedures have benefited from integration with AIB. The
difficult market environment challenges BZ WBK's efforts to
achieve consistent growth, despite operational improvements at
the bank.

"All of AIB's key markets are currently affected by weaker
economic conditions, but Standard & Poor's expects AIB to manage
the slowdown in a controlled manner, particularly in the Irish
economy," said Standard & Poor's credit analyst Nigel Greenwood.
Asset quality is expected to remain manageable, even allowing for
some deterioration.

An upgrade would be dependent on improvements in group efficiency
ratios, continued margin management, and sustained internal
capital generation.

Rating or outlook changes will also be influenced by improvements
in the performance and management of the Polish operations. Going
forward, AIB's strict credit criteria and processes should help
Polish asset quality, but the more cyclical Polish economic
environment will likely delay improvements.


C&C: Says It Has Not Considered Divesting Non-Drink Operation
-------------------------------------------------------------
Irish snacks and drinks group C&C ruled out divesting Tayto, its
only non-drink operation, as it remains an important part of the
company

"Tayto is a small but important part of C&C," Chief Executive
Maurice Pratt said. "Selling was never a consideration."

The brand accounts for only 6% of C&C's annual turnover of around
EUR40 million, but it has a 43% of the Irish crisp market,
according to BizWorld.

C&C, which owns the brands Bulmers, Ballygowan and Tullamore Dew,
reported a decline in profits on its annual results due to higher
duty on cider and higher insurance costs.

The chief executive admitted Tayto is currently faced by tough
competition.  Buy he allayed concerns by saying he already has
put in place "corrective action plan to match the cost base to
volumes."

As part of the plan, some workers at Tayto were placed in Dublin
for a short time.

He also said C&C was reinvesting in marketing amid increased
competition from rivals such as Walkers.


WATERFORD WEDGWOOD: Axes 1000 U.K. Jobs, Moves Production to Asia
----------------------------------------------------------------
                 Year to 31 March 2003     Year to 31 March 2002
                                       (Pro forma - unaudited)*
                     EUR million                 EUR million
Sales                       951.3                     997.6
Operating profit/(loss)
- pre goodwill amortisation and exceptional items
                             64.2                      56.5
- post goodwill amortisation and exceptional items
                             21.6                     (12.1)
Pre-tax profit/(loss)
                             7.2                     (53.5)
Debt                       356.7                     390.2
Earnings/(loss) per share
- pre goodwill amortisation and exceptional items
                             4.52 cents               4.25 cents
- post goodwill amortisation and exceptional items
                             0.24 cents             (6.94) cents
Final dividend per share      1.2 cents                2.4 cents

* because of change of fiscal year end


-- Sales at EUR951.3 million were down 4.6% at prevailing rates
(2002: EUR997.6 million) - equal to prior year at constant
exchange rates and excluding acquisitions

-- Operating profit of EUR64.2 million - up 13.6%

-- Operating margin of 6.7% (2002: 5.7%)

-- EPS of 4.52 cents - up 6.4%

-- Net debt reduced by EUR33.5 million to EUR356.7 million

-- Proposed final dividend of 1.2 cents making a total of 1.9
cents for the year (2002: 3.1 cents)

-- Major restructuring announced:

    -- Johnson Brothers earthenware manufacturing relocated to
Asia

    -- closure of Johnson Brothers' earthenware factories

    -- Wedgwood earthenware transferred to Barlaston

'Given the ongoing global uncertainty, the Group has continued to
show resilience but is not immune from the impact.  Our current
focus is to maintain our strong market positions and improve
operating efficiencies.  The Board's decision to restructure our
earthenware businesses and produce Johnson Brothers' products at
substantially lower costs overseas is in line with this strategy
and will yield important benefits in the coming years.  A
combination of a competitive cost base, innovative product
strategy and improved capacity utilisation will result in a swift
upturn in profitability when demand grows again.'

Sir Anthony O'Reilly
Chairman

Waterford Wedgwood plc

Chairman's Statement

Waterford Wedgwood achieved improved profitability and a very
creditable sales performance despite the on-going economic
uncertainties in the key global markets.  All of our core
lifestyle brands demonstrated resilience.  Operating profits have
grown and the Group continued to reduce debt, with net debt of
EUR356.7 million as at 31 March 2003, a EUR33.5 million
reduction.  Waterford Wedgwood has succeeded in maintaining its
sales performance, through both core programmes and acquisitions,
notwithstanding the poor market conditions of the past two years.
The market environment remains challenging and the outlook for
improvement in trading conditions remains uncertain.

Trading update

The trading environment continued to be tough in April and May.
During this period, sales were 10% below last year.  Although we
anticipate a difficult first quarter, there are some signs that
consumer confidence is beginning to return in the United States.

Given the ongoing global uncertainty, the Group has continued to
show resilience but is not immune from the impact. Our current
focus is to maintain our strong market positions and improve
operating efficiencies. The Board's decision to restructure our
earthenware businesses and produce Johnson Brothers' products at
substantially lower costs overseas is in line with this strategy
and will yield important benefits in the coming years.  A
combination of a competitive cost base, innovative product
strategy and improved capacity utilization will result in a swift
upturn in profitability when demand grows again.

Sir Anthony O'Reilly
Chairman

Waterford Wedgwood plc

Chief Executive's Review

Results

Total Group sales of EUR951.3 million were 4.6% below at
prevailing rates (2002: EUR997.6 million) and equalled last year
at constant exchange rates, demonstrating the strength of our
core brands during difficult times.  Operating profit was ahead
at EUR64.2 million (2002: EUR56.5 million). Pre-tax profit before
exceptional restructuring costs and goodwill amortisation was
EUR38.9 million, up 24.3% (2002: EUR31.3 million). Earnings per
share were 4.52c (2002: 4.25c).

Given the current trading environment, the uncertain outlook and
the impact of Johnson Brothers restructuring, the Board has
decided to propose a final dividend of 1.2 cents, to be paid on 1
September 2003 to shareholders on the register on 13 June 2003
(2002: 2.4 cents).  The proposed annual dividend will therefore
be 1.9 cents (2002: 3.1 cents).  A scrip dividend alternative
will be available to shareholders.

Earthenware production

In recent years, the mid-priced earthenware segment of the
ceramics market has become highly competitive.  This trend has
been exacerbated by deteriorating economic conditions during the
last two years.  These circumstances have led to margin pressure
and an imperative to reduce unit costs of Johnson Brothers'
earthenware products significantly.  These earthenware products
are currently manufactured in the U.K. at significantly higher
unit costs than similar products manufactured overseas.

During the past eighteen months, technical and engineering staff
have worked intensively with carefully chosen ceramics
manufacturers in Asia.  Our aim was to mirror the uncompromising
Johnson Brothers' quality standards at out-sourced costs, which
will transform margins.  The project has been successfully
completed.  As a result, it has been decided to relocate Johnson
Brothers' production to dedicated out-sourced plants in Asia.
This action, which complements the many out-sourcing initiatives
we have successfully implemented in the past, will allow the
production of Johnson Brothers' earthenware products at
significantly increased margins, and the creation of new ranges
aimed at capturing sizeable incremental volumes.

Inevitable consequences flow from this significant re-basing of
our moderately priced ceramics business.  Sadly, this action will
entail the closure of two factories in Stoke-on-Trent and the
regrettable loss of 1,058 jobs.  However, the Group could not
continue to sustain the losses that were occurring at Johnson
Brothers.

These initiatives, when coupled with other actions across the
Group, will result in reduced costs of EUR28.7 million on an
ongoing annual basis for an exceptional restructuring charge of
EUR35.7 million in the financial year 2003 and EUR28.7 million in
2004.  The cash element of the restructuring charge is all
incurred in 2004 fiscal year, and has a one-year payback.

Our world-renowned Wedgwood-branded earthenware will continue to
be crafted by Wedgwood in the U.K., as it has been for almost 250
years.  Currently manufactured in the two U.K. factories due for
closure, Wedgwood earthenware will transfer to Wedgwood's
existing factory at Barlaston, Stoke-on-Trent, a state-of-the-art
facility.  This action will achieve further significant economies
and will preserve 275 jobs in England.

Financial
Net debt to 31 March 2003 was reduced by EUR33.5 million to
EUR356.7 million (2002: EUR390.2 million) reflecting lower
inventories, debtors, capital spending and exchange rates.
During the year the Group made acquisitions totalling EUR26.9
million.

As at 31 March 2003, the Group's pension schemes on an FRS17
basis were in deficit by EUR162 million, EUR106 million more than
in the prior year.  In response, the Group has increased its
contribution in both 2002 and 2003 as have our employees.  These
increases are in line with actuaries recommendations to eliminate
the deficits over the average remaining service lives of the
employees.

In light of the earthenware restructuring, trading conditions and
the change of our fiscal year end, the Group requires its
existing loan covenants to be adjusted.  The Group's bankers have
agreed to the suspension of loan covenants at the next
measurement point of 30 June 2003, and to a renegotiation of the
terms of the existing facilities before the 31 December 2003
measurement point.

Sector overview

Crystal

The Group's crystal brands continued their dominance of the
world's largest markets, showing market share gains in the United
States, Ireland and the U.K.

Sales of EUR314.3 million were 4.6% down at constant rates of
exchange on prior year while operating profits rose 29%, largely
reflecting tight cost control, improved exchange yield from
currency management, and the closure of the Stuart Crystal
factory in Stourbridge, England, which improved Waterford
Crystal's capacity utilisation.

Waterford Crystal's co-branding initiatives continue to flourish
and future growth is planned with new product programmes
scheduled for launch in the Autumn.

Ceramics

Sales of ceramic products were EUR414.2 million, down by 5.3% at
constant rates of exchange.  Profits were reduced to EUR3 million
from EUR9.6 million as margins were adversely impacted by
competitive activity, unfavourable mix and unused production
capacity.  The German market has proved particularly difficult
throughout the fiscal year.

The launch of Vera Wang at Wedgwood has been a remarkable and
rapidly growing success, and the performance of the Jasper Conran
at Wedgwood range is also making significant contributions to
sales.  'Rosenthal meets Versace', among the Group's highest-
priced products, showed strong growth.

The Johnson Brothers planned sourcing actions and plant closures
will substantially improve ceramics profits in 2004 and 2005 with
a cash pay back in less than one year.

Premium cookware

Premium cookware had an outstanding year with sales up 43.6% and
with profits more than doubled.  A range of introductory products
met with great success and the Emeril Lagasse range goes from
strength to strength.  The acquisition of Swiss-based Spring has
spearheaded the Group's entry into the European premium cookware
market and will contribute to profits this year.

Other products

The Group's brand extensions also grew notably. W-C Designs,
which markets Waterford and Wedgwood linens plus its own brands,
increased sales by 24% on a comparable basis.  Jewellery sales
increased by 13% and Waterford Crystal's Holiday Heirlooms range
was up 19%.  Brand extensions now account for the equivalent of
EUR125 million at wholesale.  Cash's, the catalogue/mail order
business acquired late last year, is achieving sales ahead of
plan.

Redmond O'Donoghue
Group Chief Executive Officer

To see financials:
http://bankrupt.com/misc/Waterford_Wedgwood.htm

CONTACT:  Waterford Wedgwood
          Phonel: +44 (0)7798 843276
          Redmond O'Donoghue, Group Chief Executive Officer
          Richard Barnes, Group Finance Director

          College Hill Associates (UK/Europe)
          Phone: +44 (0)207 457 2020
          Kate Pope
          Phone: +44 (0)7798 843276
          James Henderson
          Phone: +44 (0)7774 444163


=================
M A C E D O N I A
=================


HEMTEKS AD: Liquidators Seek Investors for Business
---------------------------------------------------
Invitation To International Public Tender
Hemteks
Macedonian Synthetic Fiber Manufacturer

Company: Hemteks

Location: Gorno Lisuce, 3 km east of the capital Skopje, Republic
of Macedonia

Specialization: Production under the registered trade name of
'MAKLEN' (used in cotton, knitwear, woolen-carpet and silk-
weaving industries), based on know-how and licenses from Du Pont
and Room & Haas.

Procedure:  The assets will be sold in 2 packages through a
public tender.  Potential investors may bid for any number of
packages.

Requirements for purchasers: No requirements to make any future
employment or investment commitments.

Minimum price: There is no minimum price.

Deadline: The deadline for the receipt of bids is 16.00 on July
7, 2003.

Interested parties wishing to receive more detailed information
regarding this tender, must pay a non-refundable processing fee
of EUR200 (or the Macedonian equivalent).  For further
information please visit http://www.mpa.org.mk/action_plan.htmor
contact one of the following:

CONTACT:  BANKRUPTCY TRUSTEE
          Josif Kostovski
          Hemteks AD Skopje
          Str. Lisec bb - G. Lisice
          1000 Skopje
          Macedonia
          Phone: +389 (0)2 2728 266
          Mobile: +389 70 383 378
          Fax: +389 (0)2 2728 315

          LIQUIDATION ADVISOR
          Simon Beamish or Salman Nissan
          Lion's Bridge
          C/o Grant Thornton Consulting
          Dame Gruev, 14a
          1000 Skopje, Macedonia
          Phone: +389 2 214 700
          Mobile: +389 70 827 744
          Fax: +389 2 214 710
          E-mail: simon.beamish@grant-thornton.com.mk


MAKEDONKA TEXTILES: Liquidators Put Up Tender Offer
---------------------------------------------------
Invitation To International Public Tender
Makedonka Textiles
Macedonian Textile Company

Company: Makedonka Textiles AD

Location: Stip, Republic of Macedonia.

Description: The factory produces textile fabrics.

Specialization: Manufacturing of raw fabrics, textile refining
and yarn dyeing.

Procedure: The assets will be sold in 1 package through a public
tender.

Requirements for purchasers: No requirements to make any future
employment or investment commitments.

Minimum price: There is no minimum price.

Deadline: The deadline for the receipt of bids is 16.00 on June
27, 2003.

Interested parties wishing to receive more detailed information
regarding this tender, must pay a non-refundable processing fee
of EUR 200 (or Macedonian equivalent).  For more information
please visit http://www.mpa.org.mk/action_plan.htmor contact one
of the following:

CONTACT:  BANKRUPTCY TRUSTEE
          Nada Cvetanovska
          Makendonka Textiles AD
          Bregalnicka bb
          2000 Stip
          Macedonia
          Phone: +389 32 397 627
          Mobile: +389 70 310 567
          Fax: +389 383 391
          E-mail: mailto:cvetanovski000@hotmail.com

          LIQUIDATION ADVISOR
          Simon Beamish or Salman Nissan
          Lion's Bridge
          C/o Grant Thornton Consulting
          Dame Gruev, 14a
          1000 Skopje, Macedonia
          Phone: +389 2 214 700
          Mobile: +389 70 827 744
          Fax: +389 2 214 710
          E-mail: simon.beamish@grant-thornton.com.mk


NOKATEKS: Liquidators Sell Assets Through Public Tender
-------------------------------------------------------
Invitation To International Public Tender
Nokateks
Macedonian Textile Company

Company: Nokateks

Location: Veles, Republic of Macedonia

Description: Its core business is production of yarn, fabric and
garments made of synthetics and natural materials.

Specialization: Spinning of fibers from cotton and synthetic
fibers, Company production produces finished products such as
underwear, garments, as well as household textile products; and
production of embroidered textiles.

Procedure: The Company's assets will be sold in 1 package through
a public tender.

Requirements for purchasers: No requirements to make any future
employment or investment commitments.

Minimum price: There is no minimum price.

Deadline: The deadline for the receipt of bids is 16.00 on July
8, 2003

Interested parties wishing to receive more detailed information
regarding this tender, must pay a non-refundable processing fee
of EUR200 (or the Macedonian equivalent).  For more information
please visit http://www.mpa.org.mk/action_plan.htmor contact one
of the following:

CONTACT:  BANKRUPTCY TRUSTEE
          Radosav Kjprovski
          Textile Combine
          Nokateks AD, Veles in bankruptcy
          Village Dolno Orizari bb
          Phone: +389 43 234 566
          Fax: +389 43 233 420

          LIQUIDATION ADVISOR
          Simon Beamish or Salman Nissan
          Lion's Bridge
          C/o Grant Thornton Consulting
          Dame Gruev, 14a
          1000 Skopje, Macedonia
          Phone: +389 2 214 700
          Mobile: +389 70 827 744
          Fax: +389 2 214 710
          E-mail: simon.beamish@grant-thornton.com.mk


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


FORTIS N.V.: Board of Directors Plan to Propose Cash Dividends
--------------------------------------------------------------
On 6 June the Board of Directors of Fortis Capital Company Ltd.
will propose to the Annual General Meeting of Shareholders the
following:

-- A cash dividend of EUR 62.50 per EUR 1 nominal security 6.25%
Non-cumulative, Non-voting Perpetual Class A, Series 1 preference
shares

-- A cash dividend of EUR 1.75 per EUR 1 nominal security 7% Non-
cumulative, Non-voting Perpetual Class B, Series 1 preference
shares

The following schedule has been set:

16 June 2003 Final dividend
30 June 2003 Dividend payable

                     *****

Fortis said persistently weak economic conditions and depressed
stock markets pushed down its net operating profit, excluding the
unrealized value adjustment of the equity portfolio, to EUR 763
million, an 8% decrease compared with the first quarter of 2002,
Fortis' best quarter ever.

Fortis booked a net loss of EUR 453 million in the first quarter,
including the unrealized value adjustment of the equity portfolio
of EUR 1.2 billion (EUR 0.9 million at 21 May).


GETRONICS N.V.: Takes Next Step in Non-Core Asset Disposals
-----------------------------------------------------------
As part of the program to dispose of non-core assets, which is an
integral part of the recently presented Entrepreneurial Solution,
Getronics announced that it has sold its entire 10.3% interest in
the Norwegian ICT Company Merkantildata to a group of Norwegian
and international investors.

Total cash proceeds will be approximately EUR 11 million.

Since 2000 Getronics and Merkantildata have worked closely
together in Scandinavia. Getronics considers Merkantildata a
preferred business partner, and shares some international clients
in the Getronics international network. This business partnership
between Getronics and Merkantildata will remain unchanged.

ABN AMRO Alfred Berg has acted as financial advisor to Getronics
in respect of the divestment of the interest in Merkantildata.

                     *****

Getronics N.V. incurred huge debts as a result of the
acquisition of U.S.-based Wang Global in 1999.


KLM ROYAL: Issues Traffic and Capacity Statistics for May 2003
--------------------------------------------------------------
-- Passenger load factor at 73.7 percent

-- Passenger load factor on North Atlantic stable at 85.3 percent

-- Passenger traffic on Asia/Pacific falls by 35 percent due to
SARS

-- Cargo traffic increased by 8 percent

Passenger Traffic

Passenger load factor decreased by 3.5 percentage points year-on-
year to 73.7 percent. While passenger capacity decreased by 5
percent year-on-year, passenger traffic was down 10 percent
primarily due to the effects of SARS on the Asia/Pacific route
area.

On the Asia/Pacific route area, load factor decreased by 21.2
percentage points to 60.2 percent. Traffic decreased by 35
percent, while capacity was 12 percent lower year-on-year. Due to
SARS, especially traffic to Hong Kong, Beijing and Shanghai was
affected.

On the North Atlantic, load factor remained stable at 85.3
percent with both traffic and capacity 3 percent lower than last
year. Traffic on the Middle East routes is recovering. Despite a
10 percent drop in traffic compared to last year on the MESA
route area, the decline was less pronounced than in previous
months. As capacity was 14 percent lower, load factor increased
by 3.1 percentage points to 73.3 percent.

Cargo Traffic

Cargo load factor increased by 2.3 percentage point to 71.9
percent. Cargo traffic was 8 percent higher than last year on a 5
percent capacity increase. Load factor on the Asia Pacific routes
improved by 3.1 percentage points to 82.7 percent. Traffic
increased by 15 percent on a 10 percent capacity increase. The
increase in capacity is the result of the introduction of the two
new freighters and the full deployment of the 747-400 combi fleet
on this route area.

Traffic on the North Atlantic routes increased by 9 percent while
capacity increased by 3 percent. As a consequence, load factor
improved with 4.1 percentage points to 73.5 percent.


KONINKLIJKE AHOLD: Mum Regarding Sale of U.S. Food Unit
-------------------------------------------------------
Dutch retail Royal Ahold declined to comment on a report in the
Financial Times that it has plans of divesting all or part of US
Foodservice, according to Reuters.

The Financial Times report cited people familiar with the
situation saying the idea was introduced by Dudley Eustace,
Ahold's interim chief financial officer, and other executives as
part of a strategy to reduce EUR12 billion ($14 billion) in debt
and regain credibility with investors.

"These are rumors and speculation. I can't comment on those,"
Ahold spokeswoman Carina Hamakers said.

Ahold's distribution unit U.S. Foodservice is currently under
investigation in relation to a US$880 million profits
overstatement.  The scandal led to the departure of five
executives, including Jim Miller, its chief executive.

The report noted basing from the company's earlier announcement
of divestment plans for its South American businesses, and from
the sale of an Indonesian business, that the company seems to "be
steering towards concentrating on its core European - and
possibly U.S. - retailing assets."


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


NETIA HOLDINGS: To Discuss Coverage of Losses With Shareholders
---------------------------------------------------------------
Netia Holdings S.A. (WSE: NET, NET2), Poland's largest
alternative provider of fixed-line telecommunications services,
on Wednesday announced that it intends to present for the
shareholders' vote at Netia's ordinary shareholders' meeting to
be held on June 12, 2003 resolutions concerning:

(i) the approval of the management board's reports on Netia and
the Netia group for 2002, the stand-alone financial statements of
Netia and the consolidated financial statements of the Netia
group for 2002;

(ii) coverage of losses for 2002 and accumulated losses from
previous periods;

(iii) the acknowledgment and approval of the actions taken by
members of the supervisory board in 2002;

(iv) the acknowledgment and approval of the actions taken by
members of the management board in 2002; (v) the amendments to
the "Rules of Remunerating the Supervisory Board Members";

(vi) the remuneration for members of the Supervisory Board; and

(vii) the authorization for the supervisory board to adopt the
restated text of Netia's amended statute.

CONTACT:  NETIA HOLDINGS
          Anna Kuchnio
          Phone: +48-22-330-2061


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


ABB LTD.: Plans to Sell Stake in Swedish Export Credit Corp.
------------------------------------------------------------
ABB, the leading power and automation technology group, on
Wednesday announced that it has agreed to sell its entire 35
percent shareholding in Swedish Export Credit Corporation (SEK)
to the Swedish state for a total cash consideration of 1,240
million Swedish Kronor (about US$ 160 million).
ABB said the divestment is part of its strategy to focus on its
core power and automation technology businesses and to strengthen
its balance sheet. The cash consideration will be paid in
dividends from SEK and will be used to reduce ABB's debt.

The transaction is planned to be completed by the end of June
2003, and is subject to funding by SEK in the capital markets and
approval by Sweden's parliament. Once finalized, the Swedish
state will own all of the shares in SEK.

"We are pleased to have found this solution with the Swedish
state providing SEK with a clear and strong ownership foundation
to continue its successful business," said Peter Voser, ABB's
chief financial officer.

The equity stake in SEK was part of ABB's Structured Finance,
most of which has been divested through a series of transactions
since 2002.

ABB (http://www.abb.com)is a leader in power and automation
technologies that enable utility and industry customers to
improve performance while lowering environmental impacts. The ABB
Group of companies operates in around 100 countries and employs
about 135,000 people.


ABB LTD: Ratings Unaffected by Sale of Swedish Export Stake
-----------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings on
Switzerland-based engineering company ABB Ltd. (BB+/Negative/B)
are unaffected by the company's announcement that it has agreed
to sell its stake in Swedish Export Credit Corp. (SECC;
AA+/Negative/A-1+)) to the Swedish state for a total cash
consideration of about $160 million.

The proceeds from the transaction are expected to be received by
the end of June 2003 in the form of dividends from SECC. The
transaction is subject to approval by the Swedish parliament and
the successful refinancing of the deal by SECC in the capital
markets.

The sale of the stake in SECC is part of ABB's ongoing divestment
program, from which the company expects to generate proceeds in
excess of $2 billion by the end of 2003. The transaction should
also help ABB meet the disposal covenant of its key $1.5 billion
syndicated loan facility.

The most important asset left for sale is the group's Oil, Gas,
and Petrochemicals business, which could generate somewhere
between $1 billion and $1.5 billion of disposal proceeds,
according to most market estimates.


CABLECOM AG: Bankruptcy Still Looms Despite Due Date Extension
--------------------------------------------------------------
The tug-of-war between international financier George Soros and
Cablecom creditor banks could very well force the Swiss cable TV
operator to file for bankruptcy, Zurich-based Tages-Anzeiger
newspaper said Tuesday.

According to the paper, negotiations are currently stalled
because the parties involved are polars apart: "The problem is
that very different partners are sitting at the same negotiating
table.  On the one side, banks such as the Bankgesellschaft
Berlin are battling over every million, while on the other Mr.
Soros is demanding that banks write off as much of the debt
as possible."

Swissinfo says Mr. Soros is trying to persuade three creditor
banks -- Credit Lyonnais, Bankgesellschaft Berlin and a Credit
Suisse subsidiary -- to work with him, but with little success.
At present, both sides are working on a proposal to turn much of
the company's debt into equity, which would give the banks
control of the company, and leave NTL as a minority shareholder.

NTL bought Cablecom from former owners Swisscom, Veba and Siemens
for CHF5.8 billion in March 2000.  The purchase included
Cablecom's debts of around SFr4 billion owed to more than 30
banks.

Recently, banks and other creditors gave the firm more time to
resolve its financial woes.  The company was expected to resolve
its debt problems by May, but up until Monday, when lenders
decided to extend the re-financing deadline, no definite plan had
been ironed yet.

Meanwhile, the government is not expected to dip its hand on
Cablecom's woes. According to Swissinfo, the government has
indicated that it would not inject any money into the firm,
insisting it suffered only from a debt problem, rather from any
operational woes.

Martin Dummermuth, a senior official from the Swiss
Communications Regulator, told Swissinfo recently he was
confident the refinancing would proceed, adding that the proposed
debt-equity swap was "unproblematic."

The firm currently provides some 1.5 million Swiss households
with cable TV, and has seen its broadband Internet service expand
rapidly, the newswire said.


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


ACCIDENT GROUP: HBOS Claims No Responsibility on Staff Wages
------------------------------------------------------------
HBOS refused to be taken responsible for the failure of Accident
Group to pay wages to employees by saying the money it lent to
the personal injury was not meant to pay wages.

HBOS, which was not the group's banker, lent money to the
Accident Group specifically to underwrite the legal cost of
bringing claims to court, according to The Telegraph.

The statement contradicts the claim of Mark Langford, founder of
the group, that employees were not paid on Friday because of the
failure of the bank to deliver GBP4.5 million in check.

A spokesman for HBOS cleared the matter saying any money that the
bank forwarded to the Accident Group was not intended to pay
wages or other bills.

HBOS is found to have withdrawn its transaction of funding a
personal injury claim after it discovered the true state of the
UK firm's books.

Previous reports mention that a labor MP wrote to the Department
of Trade and Industry demanding an inquiry into the group's
trading practices and the subsequent collapse of Amulet--Accident
Group's parent company--into administration.

The recent development could add pressure to the government to
undertake the investigation, the report says.


AQUILA INC.: Shareholders Restructures Board of Directors
---------------------------------------------------------
Aquila, Inc.announced at its annual meeting in Kansas City that
its shareholders have elected a new independent director and re-
elected two other directors.

Shareholders voted to approve:

--  Re-election of Chairman and CEO Richard C. Green, Jr. for a
three-year term. Green serves on the board's executive committee.

--  Re-election of Gerald Shaheen, group president of
Caterpillar, Inc. for a three-year term. Shaheen serves on the
board's audit committee.

--  Election of Michael Crow, president of Arizona State
University, as a new independent director for a three-year term
on the board. Crow's election increases the board size to eight
directors, seven of whom are independent.

A shareholder proposal listed in the proxy statement was not
acted upon because the proponent did not present the proposal at
the meeting as required by Securities and Exchange Commission
rules. The proposal called for a minimum of two director nominees
for each director vacancy to be voted on by shareholders. The
preliminary proxy count indicated that the proposal would have
been defeated if it had been presented.

Review of Restructuring Plan and Actions

During the meeting, Chairman Richard C. Green, Jr. also reviewed
key elements of the company's repositioning plan, which includes
the continuing execution of a restructuring plan to restore
business and financial stability as well as focusing on enhancing
the value of the company's ongoing utility business.

Following a series of market events last year, the company began
exiting the merchant energy trading business and selling non-core
assets. Green told shareholders that continued execution of the
plan is bringing the company closer to its roots as a regulated
utility network in the United States. (A copy of Green's annual
meeting presentation is available at www.aquila.com. Click on
Investors then Presentations & Webcasts.)

"We are making progress on our recovery," said Green. "We've
identified the steps needed to restore stability and continue to
execute on that plan. Our actions are focused first on improving
liquidity, and then restoring earnings. Ultimately, we are
determined to again be a financially healthy, customer-focused
utility that delivers real value to all of our shareholders."

As reported previously and discussed with shareholders,
significant steps taken since the start of the year to strengthen
the company's balance sheet and improve liquidity include:

--  Completion of a new $630 million financing agreement.

--  Signing of an agreement to sell all of Aquila's Australian
investments for $589 million.

--  Termination of the Acadia toll, returning to Aquila $45
million in posted collateral and eliminating $834 million in
payments due to Acadia over the remainder of the 20-year term.

--  Signing of an agreement to sell Midlands Electricity in the
United Kingdom.

Other restructuring efforts completed at the end of 2002 are:

--  Reduction of $1 billion in liabilities.

--  Completion of $1.3 billion in asset sales.

While much has been accomplished, Green reminded shareholders
that restructuring efforts will continue throughout 2003 and
2004. He stated that the company will work to sell additional
non-core assets, restructure the Elwood tolling agreement,
improve liquidity, strengthen its ongoing utility operations and
pursue appropriate rate relief.

Based in Kansas City, Mo., Aquila operates electricity and
natural gas distribution networks serving customers in seven
states and in Canada, the United Kingdom and Australia. The
company also owns and operates power generation assets. More
information is available at www.aquila.com.

CONTACT:  AQUILA, INC.
          Investor Contact
          Neala Clark
          Phone: 816/467-3562


BRITISH AIRWAYS: Traffic and Capacity Statistics for May 2003
-------------------------------------------------------------
Summary of the headline figures

In May 2003, overall load factor rose 3.2 points to 66.7 per
cent. Passenger capacity, measured in Available Seat Kilometres,
was 1.5 per cent below May 2002 and traffic, measured in Revenue
Passenger Kilometres, was higher by 2.1 per cent. This resulted
in a passenger load factor up 2.5 points versus last year, to
69.4 per cent. The increase in traffic comprised a 9.1% per cent
reduction in premium traffic and a 4.4 per cent increase in non-
premium traffic. Cargo, measured in Cargo Tonne Kilometres, rose
by 3.4 per cent.

Market conditions

Passenger numbers and traffic were up this month, driven
principally by post war pent up demand and promotional campaigns.
Yields continue to be under pressure from price discounting and
down trading across all areas. Forward visibility on revenue and
traffic remains limited with considerable volatility in booking
levels.

Strategic Developments

British Airways signed an agreement to sell its wholly owned
German subsidiary dba (formerly Deutsche BA) to Intro
Verwaltungsgesellschaft mbH, the Nuremburg-based aviation
consultancy and investment company.

Intro will buy the entire share capital of dba for euro 1. As
part of the transaction, British Airways will invest GBP25
million (euro 35 million) in dba and will also underwrite the
German carrier's fleet of 16 aircraft for one year, at a cost of
GBP2 million (euro 3 million) per month. In exchange, British
Airways will receive 25 per cent of any dba profits, or 25 per
cent of any profit on disposal of dba, up to June 2006.

The U.S. Department of Transportation gave final approval to the
British Airways and American Airlines codesharing application on
destinations beyond British Airways' U.S. gateway cities and
American Airline's U.K. gateways. The move marks a significant
milestone in the relationship, which will allow greater access to
more online destinations, improve transfer and check-in
processes.

British Airways posted a pre-tax profit of GBP135 million (2002:
GBP200 million loss) for the full year to March 31, 2003. There
was a pre-tax loss for the fourth quarter of GBP200 million
(2002: GBP85 million loss). The operating profit for the full
year was GBP295 million including an GBP84 million exceptional
operating charge relating to Concorde. The operating loss for the
fourth quarter was GBP164 million, GBP119 million worse than last
year.

In its response to the government's consultation on airport
infrastructure, BA called for a new short runway to be built at
London Heathrow airport to give Britain maximum economic benefit
from an effective international hub airport that would boost the
U.K. economy by GBP37 billion. It would also create additional
capacity to provide better air links for regions throughout the
U.K.

British Airways announced the withdrawal of services between
Guernsey and London Gatwick airport from 16 June 2003. The
services will be continued by Aurigny Air Services who will begin
flying on the route the day after the British Airways' service
ceases. British Airways' decision to withdraw from Guernsey has
been made because the 66-seater ATR 72 aircraft which operate on
the route will be retired and returned to its leasing company
this summer.

British Airways announced the withdrawal of its services to
Plymouth and Newquay from London Gatwick and Bristol airports
from 25 October 2003. The three times a day Plymouth to Newcastle
service will also be withdrawn and the Dash 8 fleet move to
Manchester.


CABLE & WIRELESS Posts Results; Discloses Refocus of Operations
---------------------------------------------------------------
Results For The Year Ended 31 March 2003

Group revenue                                     GBP 4,391m

EBITDA before exceptional operating costs          GBP 334m

Loss before tax, exceptional items and goodwill    GBP(224)m
amortisation

Total operating loss*                              GBP(6,000)m

Exceptional items and goodwill amortisation        GBP(6,149)m

Loss for the financial year                        GBP(6,533)m

Net cash                                           GBP1,619m

Capital expenditure                                GBP731m

Dividend for the year                              1.6 pence

* Operating loss after exceptional operating costs and including
JVs and associates

REFOCUS OF GROUP OPERATIONS

'To create a group of profitable national telecoms companies with
strong positions in their primary markets' - Francesco Caio, CEO

* Restructure U.K. business, building on core skills and
strengths

* Withdraw from U.S. operations - considering all options

* Develop national businesses, drawing on UK product and service
capabilities

* New management team in place - driving urgency, discipline and
customer focus

* Transparent and accountable business structure

* Increase financial flexibility by suspending the dividend for a
year

Chairman's Statement

The last year was a turbulent one for Cable & Wireless. The
company started the year optimistic that its diversification into
data highways, hosting and IP services (collectively called
Global) would position the company well for a prosperous future.
It then announced the need to restructure its US operations
to reduce the running losses and cashflow drain to which it
realized it was exposed. Finally the present Board decided that
there is not a long-term viable business for Cable & Wireless in
the United States and we intend to withdraw in the most cost
effective way possible, taking into account our customers'
interests.

When I arrived in January 2003, it was very soon apparent that my
priorities should be to: provide a stable financial environment
within which the company could plan its future; appoint a new
Chief Executive and create a new non-executive team; and set a
deadline for determining a strategy which would deliver
sustainable and acceptable returns over time with manageable
residual risk.

Key to creating a stable financial environment was the removal of
the uncertainty surrounding ten years' open UK tax computations
and the associated issue of monies placed in escrow to support an
indemnity given to Deutsche Telekom when it purchased One2One.
The release of the funds in escrow, supported by our decision to
suspend dividend payments for a year, provides the working
capital to tackle the restructuring with confidence. The focus on
cash controls has started to produce results and the net cash
balance at the year-end was some GBP500m better than we might
have expected in November. Looking forward, emphasising Profit
Before Tax (PBT) rather than Earnings Before Interest, Tax,
Depreciation, and Amortisation (EBITDA) will be a constant
reminder of the impact of cash and capital expenditure management
on the financial health of the company.

In reconstructing the Board, the company has been fortunate in
recruiting Francesco Caio as its new Chief Executive and Kevin
Loosemore as its new Chief Operating Officer. The transfer of Rob
Rowley from non-executive director and Chairman of the Audit
Committee to Executive Deputy Chairman has brought timely support
to the finance function. The new non-executive directors Bernard
Gray, Graham Howe, Tony Rice and Kasper Rorsted bring a range of
highly relevant skills from their backgrounds in finance and
restructuring, telecoms and IT, and government and public sector
affairs.

Whilst preparing the work to determine the strategic future for
the company, we have continued to restructure the US operations
as announced in November. This plan is compatible in large part
with any subsequent decision to exit.

Francesco Caio has completed his strategic review. The Board has
agreed that the company will withdraw from the US, take steps to
radically improve the unsatisfactory operating results in the UK
and build upon its strong positions in national telecom companies
around the world. We are determined to implement these strategies
in the most cost-effective way possible and this means we will
report progress and costs as the implementation plan proceeds,
rather than discussing particular tactics in advance. We believe
this approach will best protect shareholder value.

The continuing operating loss to 31 March 2003, before
exceptionals and goodwill amortisation, was GBP(207) million from
a turnover of GBP4.2 billion. Once we have implemented our
current restructuring and performance improvement plans, we can
then see a business with turnover of approximately GBP3.5 billion
generating a double digit operating profit margin. This would
represent a respectable financial base from which we can build
and develop a successful future.

The company has a substantial management task ahead. Not only
must we successfully deliver on our strategic and operational
changes, but also change the culture to more fully embrace our
customers, be they end users of our services or host governments
where we operate.

Francesco Caio, Chief Executive of Cable & Wireless said:

'Our aim is to create a group of profitable national telecoms
companies with strong positions in their primary markets and
closely bound by a common strategy; shared marketing, technical
and regulatory skills; and a culture of performance and customer
orientation. We already have the building blocks, and we are
announcing important strategic changes, a new organisation and
restructuring plans, which represent the next steps along the
road to achieving this ambition.

'As of today the Group will have a simpler organisation structure
that, by removing the Global and Regional divisions, will ensure
lower overheads, clear accountabilities and more effective
transfer of knowledge and skills.

'In the U.K., one of the world's largest telecoms markets, Cable
& Wireless' market share is second only to BT. Whilst the U.K.
business makes a positive EBITDA, its loss before tax is
unsatisfactory. Performance has declined and as a result, we are
restructuring the business to drive efficiency, improve our
network services and focus the company on building market share
with our target customers. As our detailed plans firm up we
envisage, among other initiatives, a reduction in headcount of
approximately 1,500 over an 18 to 24 month period.

To finalise the plan and lead the challenge, we have appointed
Royston Hoggarth as Chief Executive of Cable & Wireless UK.
Royston, and the Chief Executives of our other businesses, will
report to Kevin Loosemore our Chief Operating Officer.

'Our U.S. subsidiaries make losses, consume cash and require
significant management attention. Both hosting and IP services
are businesses that have limited interaction with the rest of the
Group and are not central to our plans. They may have value to
the right owner but they are not sustainable for us with their
current cost structure. We have initiated a wide-ranging cost
control program and it is our intention to withdraw from the
U.S.; all options are being explored.

'Our national (fixed and mobile) telecoms operations, previously
known as Regional, have seen solid performance in the year and
good progress. In facing the challenges of liberalisation, we are
determined to sustain this performance in the future with
effective marketing and rigorous cost and capital expenditure
management. We will focus on mobile growth opportunities with the
creation of dedicated units. Over time we intend to add to our
current position and invest selectively to expand our footprint.

'In Continental Europe, we have launched a divestment programme
that will focus our activities on the provision of services to
other licensed telecom operators and to multinational corporate
customers, many of whom are headquartered in the UK. We have
announced disposals of non-core operations in Sweden, Belgium,
the Netherlands, Italy and Switzerland.

'Cable & Wireless IDC provides international voice and data
services to companies in Japan and South East Asia. Although it
operates in a market dominated by NTT, it delivers acceptable
results and has good prospects.

'Across the Group we are focusing on Profit before Tax (PBT) and
cash. More rigorous cost control and capital management
disciplines have been introduced to ensure that our restructuring
plans can be accommodated within the Group's existing financial
resources. Suspending the dividend for 12 months increases our
flexibility as we evaluate our options.

'At the heart of our plans is the conviction that we must make
the most of our core skills and focus on our key customers to
rebuild Cable & Wireless as a strong, profitable telecoms
operator. In the U.K., we have the scale to develop products and
processes of which the rest of the Group can take advantage.
Although conditions remain tough, we are confident of improving
performance with the first step being the cutting of our cost
base through the measures announced today.'

Management changes

To simplify the business we are creating a country-based
structure with CEO's responsible for Profit & Loss, Cash Flow and
Balance Sheet.

The Regional and Global structures are being removed. Robert
Lerwill will be leaving Cable & Wireless and will be stepping
down from the Board with immediate effect. He will be providing
assistance for a short period in introducing the new management
team to key Regional contacts.

Adrian Chamberlain will become Group Director, Strategy &
Business Development reporting to Francesco Caio, and remains a
member of the Board.

We are delighted to announce two new members of the management
team. Andrew Garard will be joining Cable & Wireless as Group
General Counsel from Reuters Group plc.

Royston Hoggarth will join as CEO of Cable & Wireless UK. Royston
is currently Chief Executive, International at LogicaCMG plc.

Cash and funding

Tight cash management is a key focus and fundamental to realising
the potential of the Group. Cable & Wireless closed the year with
total cash balances of GBP 3,165 million. Total borrowings were
GBP1,546 million, of which long term debt was GBP721 million. The
net cash balance was GBP1,619 million. Cable & Wireless believes
this provides the necessary liquidity to carry out its
restructuring plans announced today.

Dividend

To give greater financial flexibility during this transitional
period, the Board has decided to suspend dividends for 12 months.
Thus no final dividend will be proposed for the financial year 31
March 2003 and no interim dividend declared for the financial
year 31 March 2004. However, the Board intends to pay a final
dividend for the financial year 31 March 2004. The level of this
payment will be determined by reference to progress made against
the restructuring plan and the resultant improved financial
performance of the Group.

Investment and impairment

In recent years, the Group has invested substantial amounts in
the development and maintenance of a global IP network and
supporting infrastructure in pursuit of its strategy. At the half
year, the Group recognised an impairment charge of GBP3,500
million. The Group conducted a further review, as required by
accounting standards which resulted in a further fixed asset
impairment charge of GBP1,479 million and a further goodwill
impairment charge of GBP12 million.

The depreciation impact on operating profit following the
impairment is estimated to be GBP300 million.

Operating lease commitments

In November 2002, Cable & Wireless disclosed estimated gross
property and other lease commitments in the region of GBP2.2
billion as at 30 September 2002. The Company has continued to
review its property portfolio and at 31 March 2003 estimated
gross property and other lease commitments reduced to GBP1.6
billion.

The reduction is due to GBP162 million lease payments made,
GBP102 million payments avoided by exiting leases, GBP235 million
due to identification of break clauses and the exclusion of
property rates taxes of GBP128 million previously included in the
U.K. analysis.

Progress on restructuring initiatives

In September 2002, Cable & Wireless announced the disposal of its
US retail voice and data customer bases. In November 2002, Cable
& Wireless announced the conclusions of its review of Cable &
Wireless Global's activities: to refocus its U.S. and Continental
European operations on multinational Service Provider and
Enterprise customers. Key milestones in the U.S. and Continental
Europe since November have been:

* Termination of U.S. e-messaging and international voice
business

* Closure of five data canters in the U.S.

* Successful migration of key multinational customers following
data center closures

* Disposal of domestic business in Sweden, Belgium, the
Netherlands, Italy and Switzerland

* Headcount reduction in the U.S. from 3,807 to 2,774 and in
Continental Europe from 1,390 to 1,136 in the year to 31 March
2003.

Statement on results for the year ended 31 March 2003

The results and commentary below focus on continuing activities
on a geographic basis, reflecting the unwinding of the Cable &
Wireless Regional and Cable & Wireless Global structures.

EBITDA and operating profit/(loss) described below have been
adjusted to exclude exceptional items and goodwill amortisation
(Adjusted).

In presenting financial information for the year ended 31 March
2003 regarding the businesses that formed part of Cable &
Wireless Global, certain assumptions have been made regarding
revenue and cost allocation based on unaudited management
information. This is necessary, as the businesses have not been
managed separately throughout the year. As announced today, these
businesses will now be managed separately, with individual
balance sheets, profit and loss accounts and cashflows, and
formal intragroup pricing. The information provided today should
therefore be used as a guide to the relative performance of the
businesses. It may not be directly comparable with future
analysis.

The following discussion should be read in conjunction with the
Group Profit and Loss account, Balance Sheet and Cash Flow
Statement set out on pages 15 to 17.

Exchange rate movements have had a significant impact on the
results of the Group, especially in those geographies with U.S.
dollar denominated transactions.

During the year there has been an 8% devaluation in the U.S.
dollar against sterling and a 14% devaluation in the Jamaican
dollar against sterling. At constant currency, Group continuing
revenue decreased by 5% and continuing EBITDA decreased by 38%.

Financial analysis on a geographic basis is given in Appendix A.

United Kingdom - Revenue GBP1,728m, Adjusted EBITDA GBP110m,
Adjusted operating loss GBP(303)m

Revenue declined by 16% in the year, resulting from a decline in
the performance of the Service Provider channel and a refocusing
of the Business channel on a smaller and more targeted customer
base.

Service Provider revenue declined by 22% as some carriers
migrated traffic onto their own infrastructure, price competition
became more aggressive and the proportion of international voice
traffic with lower revenue per minute than mobile traffic
increased. In the second half of the year, Cable & Wireless began
to see increased customer demand for Carrier Preselect Services
(CPS).

The decision to exit low margin business, announced at the end of
2002, combined with pricing pressure, led to a 25% decline in
Business revenue.

Business accounts have now stabilised, with the result that
revenue increased by 2% since 30 September 2002.

Enterprise revenue continued to rise, up 14% in the year. Growth
was driven by new customer wins and contract expansion,
particularly as customers migrate more of their services into
managed solutions. Major new contract wins that will benefit
revenue in future years include Yorkshire Building Society, NHS
Information Authority and mmO2 plc. Marks & Spencer plc and CGNU
plc also expanded contracts with Cable & Wireless during the
year.

Total operating costs declined by 7%. Outpayments and network
costs declined by 15% reflecting revenue decline, network
efficiency measures and lower tail circuit costs following
OFTEL's determination on pricing of partial private circuits.

Staff costs were reduced by 2% and headcount at 31 March 2003 was
5,682.

Caribbean - Revenue GBP783m, Adjusted EBITDA GBP298m, Adjusted
operating profit GBP 255m

The phased telecommunications liberalisation process in Jamaica
concluded in March 2003, in accordance with the agreement
established in 1999 between Cable & Wireless and the Jamaican
Government.

A key regulatory focus is the need for `rebalancing' - the
removal of cross-subsidies between international services and
domestic services by increasing domestic charges and reducing
international rates.

Within the Caribbean operations revenue increased by 1% at
constant currency (a 9% decline at actual rates), driven
predominantly by a 26% increase in mobile revenue. Despite
competition for subscribers, the mobile subscriber base increased
by 65% to 943,000 subscribers. Domestic voice revenue also
increased, up 6%, reflecting successful rebalancing in the year
and continued growth, particularly in fixed to mobile traffic. As
part of the liberalisation process and with continuing pressure
on settlement rates, international revenue fell 9%. Fixed lines
declined by 2% in the year to 857,000 lines. IP revenue also grew
substantially, up 19% reflecting customer demand, supported by
the continued roll out of ADSL services. IP subscribers in the
region increased by 9% to 77,000 subscribers.

Total operating costs increased by 7% at constant currency (a 4%
decrease at actual rates). This increase was driven principally
by increases in outpayments and network costs from increasing
traffic volume and terminations on third party networks.

Staff costs were 16% of revenue and headcount at 31 March 2003
was 5,073.

Operating profit includes a GBP34 million contribution from the
associate Telecommunications Services of Trinidad and Tobago, up
6% year on year at constant currency.

United States - Revenue GBP512m, Adjusted EBITDA GBP(211)m,
Adjusted operating loss GBP(255)m

Revenue for the continuing businesses increased by 4% at constant
currency (a 3% decline at actual rates) and include a full year's
results for Exodus Communications, Inc. (Exodus) and Digital
Island, Inc. (Digital Island). Second half revenue declined 31%
at actual rates compared to revenue in the first half. The
decline in the continuing businesses was primarily due to Cable &
Wireless' decision (announced 13 November 2002) to refocus its US
and European operations on multinational Service Provider and
Enterprise customers. This led to increased levels of churn by
domestic hosting customers as data centres were rationalised.
Factors also contributing to the half on half decline were the
withdrawal from international voice and e-messaging services in
January 2003.

In September 2002, Cable & Wireless announced the disposal of the
retail voice and data customer bases, which have been treated as
discontinued. The discontinued business generated revenue of
GBP144 million in 2002/03.

Operating costs for the continuing business increased by 13% at
constant currency (an increase of 6% at actual rates) and include
a full year's cost for the Exodus and Digital Island businesses.
Costs in the second half declined over the first half as data
centres were rationalised and headcount was reduced.

During the year GBP567 million was provided for restructuring the
business and GBP 145 million of cash was spent. The restructuring
relates to the closure of the U.S. domestic voice business
(GBP288 million), the closure of five data centres and redundancy
costs of (GBP248 million) and other costs (GBP31 million).

Japan - Revenue GBP323m, Adjusted EBITDA GBP22m, Adjusted
operating loss GBP(40)m

Revenue in Japan declined by 4% at constant currency (down 11% at
actual rates). This reflected a 40% decline at actual rates in
Service Provider revenue following migration of traffic onto
customers' own networks. Business revenue increased by 6% at
actual rates following the acquisition in the prior year of
PSINet Japan and Exodus KK. Enterprise revenue increased by 5% at
actual rates due to the continuing development of the sales
capability in this channel.

Total operating costs increased by 3% at constant currency (down
2% at actual rates) due to an 11% decline in outpayments and
certain network costs at actual rates. Other operating costs
increased by 8% at actual rates. This increase was due to
property and administrative costs following the hosting
acquisitions. Staff costs increased 26% at constant currency for
the same reason.

Headcount at 31 March 2003 was 1,157.

Europe - Revenue GBP304m, Adjusted EBITDA GBP(41)m, Adjusted
operating loss GBP(69)m

Revenue increased by 2% at constant currency (flat at actual
rates), driven primarily by Service Provider performance and
Business customer premise equipment sales during the year.

Total operating costs increased by 1% at constant currency (an
increase of 4% at actual rates). Network costs and outpayments
increased by 1% at actual rates due to revenue growth and the
costs of migrating customers off the networks of distressed
operators on to Cable & Wireless' infrastructure. Headcount
reduced to 1,136 at the year-end, with staff costs declining 14%.

Following the announcement of 13 November 2002 that Cable &
Wireless would refocus its European business on multinational
Enterprise and Service Providers, the Group has now completed the
disposal of its domestic business in Belgium, the Netherlands and
Sweden in Northern Europe and Switzerland. The
Northern European business is being sold to IP-Eye and the Swiss
business to Smart Telecom. The value of net assets sold to IP-Eye
was approximately Euro 2 million. The value of the net assets of
the business sold to Smart Telecom was approximately Euro
300,000. The sale of the Italian business, announced today, was
executed in two parts with assets in Bologna and Modena sold to
Iset and assets in Rome sold to Unidata.

Cable & Wireless Panama - Revenue GBP279m, Adjusted EBITDA
GBP136m, Adjusted operating profit GBP91m

Despite adverse economic conditions and the full liberalisation
of the market in January 2003, Cable & Wireless Panama delivered
revenue growth of 1% at constant currency (a decline of 6% at
actual rates). This increase was due to strong growth in the
mobile subscriber base, up 72% in the year to 300,000
subscribers. IP revenue also performed well, growing by 68%.
Domestic fixed line revenue increased by 2%. Panama's poor
economic conditions impacted international revenue, which
declined 19% as traffic volumes failed to compensate for the
continuing reductions in tariffs and settlement rates.

Total operating costs declined by 5% at constant currency, a
decline of 12% at actual rates. Higher customer acquisition
costs, driven by growth in the mobile subscriber base, were more
than offset by lower international outpayments. The launch of the
GSM mobile network during the year, and the continued provision
of TDMA services, resulted in higher network costs.

Staff costs declined 17% at constant currency. Headcount at 31
March 2003 was 2,218.

Rest of World - Revenue GBP199m, Adjusted EBITDA GBP96m, Adjusted
operating profit GBP116m

'Rest of World' comprises the results of what were Cable &
Wireless Regional's businesses in the Atlantic, Pacific and
Indian Oceans, the Middle East and Guernsey.

The acquisition of Cable & Wireless Guernsey in May 2002
contributed GBP32m to revenue. This contribution, together with
strong tourist seasons in the Maldives and the Seychelles
boosting international roaming revenue, was the key driver of 37%
constant currency revenue growth for the countries (an increase
of 25% at actual rates).

Total operating costs increased by 49% at constant currency,
reflecting the impact of the addition of Cable & Wireless
Guernsey.

Headcount at 31 March 2003 was 1,955.

Operating profit includes a contribution of GBP23m from Batelco,
based in Bahrain, up 15% (at constant currency) as a result of
growth in mobile and IP.

Macau - Revenue GBP150m, Adjusted EBITDA GBP60m, Adjusted
operating profit GBP42m

Revenue increased 11% at constant currency (a 3% increase at
actual rates) reflecting a strong performance in data and IP,
driven by growing demand for ADSL, value added internet offerings
and the successful launch of the Asia Cities Project (a project
to provide end-to-end data and IP services to business customers
using Cable & Wireless Regional's local licences, local market
knowledge and existing resources of the Group).

Total operating costs increased by 11% at constant currency, in
line with revenue growth. Headcount at 31 March 2003 was 947.

2003/04 Quarterly Trading Statements

On 10 March 2003 Cable & Wireless announced its intention to
issue quarterly trading statements after the end of each quarter.
The first quarter trading statement will include details of first
quarter revenue and net cash and will be issued on 24 July 2003.

CABLE & WIRELESS GROUP

The following financial and operations review analysis and
discussion should be read in conjunction with the Group's
consolidated profit and loss, balance sheet and cash flow
statement on pages 15 to 17.

Profit and loss

Revenue                               Adjusted**   2003   Growth

                                             2002

                                               GBPm   GBPm    %

Cable & Wireless Global - Capacity sales         7     -   (100)

Cable & Wireless Global-Excluding capacity   3,264   2,867  (12)
sales

Cable & Wireless Global                      3,271   2,867  (12)

Cable & Wireless Regional                    1,459   1,411   (3)

Intra group eliminations                       (34)    (31)   9

Continuing businesses                        4,696   4,247  (10)

Discontinued business and other disposals *  1,052     144  (86)

Group Revenue                                5,748   4,391  (24)

EBITDA & loss before tax                     2002   2003  Growth

                                             GBPm    GBPm     %

Cable & Wireless Global                       199    (120) (160)

Cable & Wireless Regional                     627     590    (6)

Corporate charges                             (50)    (41)   18

Continuing businesses                         776     429   (45)

Discontinued business and other disposals *   (41)    (95) (132)

EBITDA before exceptionals                    735     334   (55)

Depreciation before exceptionals           (1,072)   (735)   31

Associates and joint ventures                 115      75   (35)

Total operating loss before exceptionals and (222)   (326)  (47)
amortisation

Interest and other non-operating items        208     102   (51)

Loss before tax, exceptionals and             (14)   (224)
goodwill amortisation

Exceptional items                          (3,973) (6,023)  (52)

Goodwill amortisation before exceptionals   (562)    (126)   78

Loss before tax                           (4,549)  (6,373)  (40)

* Operations disclosed in 2003 as discontinued relate to the US
retail voice and data business. Discontinued business and other
disposals in 2002 relate to the U.S. retail voice and data
business, Cable & Wireless Optus and Mitratel.

Under FRS 3 the disposal of Mitratel is not classified as
discontinued.

Mitratel contributed GBP7 million to revenue, GBP2 million to
EBITDA and GBP1 million to operating profit in 2002.

** Results presented following the adoption of UITF Abstract 36,
Contracts for sales of capacity.

To See Attributable Loss:
http://bankrupt.com/misc/Attributable_Loss.htm

In light of the further decline in the performance of Cable &
Wireless Global during the second half of the year, the balance
sheet values of Cable & Wireless Global's tangible assets have
been reviewed. This has resulted in a further fixed asset
impairment of GBP1,479 million and an increase of goodwill
impairment of GBP12 million. This is in addition to the write
down of fixed assets and goodwill of GBP787 million and GBP2,713
million respectively at the half year.

The write down has been determined in accordance with the
requirements of FRS 11, which involve, amongst other factors,
assuming a growth rate after five years that is restricted to the
long term average growth rates of the countries in which the
Group operates, of approximately 2.5%. This requirement places a
limit on the value that can be attributed to the business, which
should not therefore be taken as a reflection of its long-term
value.

Disposal of operations include GBP200 million of exit costs, and
a GBP31 million write down of redundant assets for the
restructuring of the U.S. retail voice and data business, and
profits on disposals of GBP62 million including GBP54 million on
the disposal of MobileOne (Asia) Pte Ltd. GBP84 million has also
been released relating to accrued costs of disposals no longer
required.

Current asset investments have been written down by GBP274
million to market value. ESOP shares have been written down to
market value resulting in a write off of GBP116 million.

Other exceptional items include a charge of GBP248 million for
the restructuring of Cable & Wireless Global. This includes
property, redundancy and other costs, of GBP182 million, GBP52
million and GBP14 million respectively. In addition, costs of
integrating the business activities of Digital Island and Exodus
of GBP31 million, redundancy costs principally within Cable &
Wireless Regional of GBP38 million, provisions in respect of
rentals on vacant properties of GBP44 million, GBP81 million for
onerous network contracts and distressed carrier asset write-
offs, and a write-off of redundant fixed assets totalling GBP115
million have also been incurred.

Cash flow                            2002/03            2002

                                      H1     H2   Full Year

                                     GBPm     GBPm   GBPm   GBPm

EBITDA before exceptional items       172    162    334     735

Exceptional cash items               (92)   (227)  (319)   (338)

Working Capital                       23      57     80      35

Capital additions                   (450)   (360)  (810) (1,868)

Operating Cashflow                  (347)   (368)  (715) (1,436)

Tax, interest & other                 19    (302)  (283)   (341)

Acquisitions/Disposals                (3)    110    107   3,084

Share buy-back & dividends           (82)    (37)  (119) (1,774)

Movement in cash balances           (413)   (597)(1,010)   (467)

Cash brought forward               2,629   2,216  2,629   3,096

Total net cash                     2,216   1,619  1,619   2,629

Operating cash flow in the period has improved significantly
compared to the previous year reflecting the benefit of a
GBP1,058 million reduction in capital expenditure and the adverse
impacts of reduced EBITDA (GBP401 million).

Capital expenditure for the year to 31 March 2003 at GBP810
million fell 57% compared to the prior year (balance sheet
additions totalled GBP752 million for 2003 including GBP21
million for the Cable & Wireless Guernsey acquisition).

The final dividend for the year ended 31 March 2002 of GBP82
million was paid during the year as was the interim dividend of
GBP37 million for the year ended 31 March 2003.

At 31 March 2003 the Group net cash balance was GBP1,619 million,
compared to GBP 2,629 million at 31 March 2002 and GBP2,216
million at 30 September 2002. The net cash balance at 31 March
2003 comprised GBP3,165 million of cash (including treasury
instruments held as current investments of GBP11 million) and
GBP1,546 million of debt.

Pensions

The triennial actuarial valuation of the principal United Kingdom
defined benefit pension scheme was prepared at 31 March 2002. The
valuation of the Scheme disclosed a shortfall in the market value
of the Scheme assets compared with the accrued liabilities. This
was principally due to the fall in the Scheme's asset values
following the fall in global equity markets between 1 April 1999
and 31 March 2002. Thus, with agreement from the actuary, the
Company increased its contributions to the Scheme to 20% of
salary with effect from 1 April 2002, and made a one-off
contribution to the Scheme of GBP47 million in December 2002 in
respect of the shortfall. It should be noted that this scheme was
closed to new members in 1999.

At 31 March 2002, the Group disclosed a deficit calculated using
FRS 17 principles of GBP47 million in respect of funded defined
benefit schemes, GBP33 million of which related to the principal
UK scheme. At 30 September 2002, a preliminary estimate indicated
a potential deficit under FRS 17 of the principal U.K. scheme in
the region of GBP375 million to GBP400 million. At 31 March 2003,
the deficit calculated for the funded benefit schemes increased
to GBP476 million in respect of the principal U.K. scheme and
GBP54 million in respect of the rest of the Group. The deficit in
unfunded defined benefit schemes at 31 March 2003 was GBP48
million (31 March 2002: GBP29 million), GBP18 million in respect
of the U.K. (31 March 2002: GBP15 million).

The latest estimate using FRS 17 principles at 28 May 2003
indicates an FRS 17 deficit of GBP430 million on the principal UK
scheme.

Insurance

Pender Insurance Limited (Pender), the Group's Isle of Man
insurance subsidiary, has written policies in favour of the Group
and third parties.

Significant claims have been made against Pender under certain of
these third party policies. Pender is currently taking legal
advice and it intends to defend vigorously these claims, and has
notified its reinsurers where appropriate. The Board of Pender,
in accordance with FRS 12 determined that no provision was
required in its financial statements for these claims for the
year ended 31 March 2003. Since 31 March 2003, Pender has ceased
to write third party insurance.

Leases

The Group has entered into property and other operating leases in
the ordinary course of business with minimum lease terms ranging
from 1 year to 50 years.

The effect such obligations are expected to have on liquidity and
cash flow in future periods is summarised below.

Payments due by   Total  Less   1-2   2-3   3-4    4-5  After 5
period                  than 1                    years
                  GBPm   year   years years years        years
                                                   GBPm
                  GBPm   GBPm   GBPm   GBPm               GBPm

Operating lease   1,612   245    182    160   140   132    753
payments (undiscounted)

In addition, under certain property operating leases Cable &
Wireless could be required to make payments to lessors at the end
of the lease to restore the condition of the properties. These
amounts will not be known until the leases expire. The actual
amounts paid may be reduced in the event that Cable &
Wireless is able to exit the contracts prior to the minimum lease
term expiring.

In November 2002, Cable & Wireless disclosed estimated gross
property and other lease costs in the region of GBP2.2 billion as
at 30 September 2002. Since announcing this amount, the Group has
continued to review its property portfolio. The outcome of that
review, together with the impact of lease exits achieved and
payments made by 31 March 2003 reduce this figure to GBP1.6
billion.

This is analysed in the table below.

Property and other lease
costs
             US Continental      UK   Japan Regional   Total

             GBPm    Europe      GBPm   GBPm   GBPm      GBPm

                      GBPm

Total estimated full term
           937        130         950     135     87    2,239
payments at 30 September 2002

Reclassification1
            34       (34)           -       -      -       -

Property rates taxes2
           -          -          (128)       -      -    (128)

Impact of minimum break
clause3
           -          -          (203)     (32)     -    (235)

Lease payments extinguished
in period4
         (61)        (7)          (33)     (1)      -    (102)

Lease payments made in
period
        (60)        (28)          (39)     (23)    (12)  (162)


Total at 31 March 2003
        850          61           547      79       75   1,612

Of which:

Provided in balance sheet
at 31 March 2003
        348          19            36       2        -     405


Notes to table above

* A property located in Europe but managed by the US business has
been reclassified from Continental Europe to US in the table.

* Certain property rates taxes were included in the estimated
property lease commitments for the UK at 30 September 2002.

* Estimated minimum lease commitments in respect of UK and Japan
leases have been reduced significantly following a detailed
review of break clauses within the lease agreements entered into
by the Group.

* Payments extinguished in the period represent ongoing lease
commitments that have been avoided by exiting the leases.

To See Financial Statement:
http://bankrupt.com/misc/C&W_Financials.pdf

CONTACT:  CABLE & WIRELESS
          David Prince, Group Finance Director
          Phone: 020 7315 4905

          Louise Breen, Director, Investor Relations, London
          Phone: 020 7315 4460

         Phone: Caroline Stewart, Manager
         Investor Relations, London
         Phone: 020 7315 6225

         Virginia Porter, Vice President
         Investor Relations, New York
         Phone: 001 646 735 4211


CABLE & WIRELESS: Moody's Reviews Ratings for Possible Downgrade
----------------------------------------------------------------
International rating agency, Moody's Investors Service, hinted
Wednesday at a possible ratings downgrade for Cable & Wireless
Plc following its review of the company's revised management
plan.

Moody's said the strategic shift calls for, among others, a
complete exit from the U.S. business and additional restructuring
initiatives - plans that are expected to raise restructuring
costs.

"The review reflects Moody's heightened concerns with respect to
potential restructuring costs (in light of the now increased
scope of restructuring initiatives); and potentially increased
execution risks associated with the revised restructuring plan;
uncertainty with respect to the ultimate effect of the proposed
restructuring on C&W's continuing businesses and the overall
prospects of these remaining operations," a Moody's statement
reads.

Moody's says the review will focus on:

     (i) The expected magnitude of the exit and restructuring
         costs associated with the company's revised
         restructuring program;

    (ii) The potential effects of the U.S. exit on C&W's other
         operations and the overall operational profile and
         prospects of the company's remaining businesses;

   (iii) Funding expectations with respect to the company's
         large and growing pension deficit, and

    (iv) Longer-term expectations with respect to the company's
         net debt position and overall capital structure,
         including the expected mix of subsidiary/parent debt
         (and resultant notching considerations).

The ratings under review, include:

(a) Cable & Wireless International Finance B.V.:

    (1) GBP200 million 8.625% gtd Eurobonds due 2019 at Ba1

(b) Cable & Wireless Plc:

    (1) Senior implied rating at Ba1

    (2) GBP200 million 8.75 % Eurobonds due 2012 at Ba1

    (3) US$400 million 6.5% Eurobonds due 2003 at Ba1

    (4) US$1,504 million zero coupon Exchangeable bond due 2003
        at Ba1

Domiciled in London, Cable & Wireless has customers in
approximately 80 countries.  Its principal operations are in the
United Kingdom, continental Europe, the United States, Japan, the
Caribbean, Panama, the Middle East and Macau.  The company
provides voice, data and IP (Internet Protocol) services to
business and residential customers, as well as services to other
telecoms carriers, mobile operators and providers of content,
applications and Internet services.


CORDIANT COMMUNICATIONS: Receives Letter of Request for EGM
-----------------------------------------------------------
Cordiant confirms receipt of a letter requisitioning an
Extraordinary General Meeting consistent with yesterday's
[Tuesday's] announcement by Active Value Advisors and also notes
comments made to the media by Mr Myerson of Active Value.

Following the announcement at the end of April of the loss of a
major client, the Board of Cordiant announced that it was
conducting a twin tracked strategy: to carry out an orderly
disposal of a number of non-core assets and at the same time to
evaluate a range of strategic options concerning the future of
the remainder of the Group.  Throughout this process the Board
has worked closely with its lenders, who have been supportive of
the Board's strategy. Management has also maintained a continuous
dialogue with the Group's major clients who have indicated their
clear preference for the Group to seek an industry partner.

Both of these processes have now reached an advanced stage. The
disposal of the Group's Australian business has already been
announced and the disposals of Scholz & Friends and FD
International are both expected to be announced shortly.

During the management changes announced last year and
subsequently, the Board of Cordiant has maintained an open
dialogue with all its major shareholders including Active Value.
More recently, Active Value made known its support for a proposal
from WestLB regarding the appointment of a new management team
and a possible equity injection.  The Board has cooperated with
WestLB and continues to furnish them with information to enable
them to rework their proposal.

Separately the Board continues to advance its discussions with
various parties and is seeking to bring them to a conclusion in
the very near future in the best interests of the stakeholders of
the Group and its clients.

CONTACT:  COLLEGE HILL
          Phone: +44 (0) 20 7457 2020
          Alex Sandberg
          Adrian Duffield


CORUS GROUP: Talks on New Three-year Banking Facility Underway
--------------------------------------------------------------
At its Annual General Meeting on 29 April 2003, Corus Group plc
confirmed that discussions towards agreeing a new three-year
banking facility to fund its medium term working capital
requirements were under way. This new facility will replace the
existing EUR1.4 billion banking facility, which is due to expire
on 30 January 2004. Discussions in respect of this new facility
are progressing well, and heads of terms have been agreed with
the co-ordinating banks.

As part of a consultation process, in line with Dutch corporate
practice, Corus Nederland B.V.'s Management Board is informing
its Central Works Council that the terms of the new committed
medium term facility will include the provision of security over,
inter alia, the shares of Corus Nederland B.V. and the
intermediate holding companies above it.

Management is pleased to report the progress on the new facility
and a further announcement will be made as and when appropriate.


EDINBURGH FUND: Chairman Gives Update on Business Performance
-------------------------------------------------------------
At this stage, I have little to add to my statement in the Annual
Report, so my comments will be brief.

I would like to emphasize, however, that during the past six
months, both before and after I became Chairman, there has been a
great deal of positive change in the Group. Our strategy is to
focus the company on our core strengths, principally our
investment trust business, our high margin venture capital
business and our expanding IFA franchise. By doing that, and by
effective control of costs, we can create a top class investment
boutique offering a genuine alternative in the market place.

As part of the process, we announced the sale of our private
client division on Monday. We did not see this stand-alone
business as being central to our strategy for the future. There
was a clear demand in the market place for private client assets
and we therefore achieved a very satisfactory price for the
business. Meanwhile, thanks to excellent performance, we continue
to hold a market-leading position in the growing fund of funds
sector, and our venture capital arm, Northern Venture Managers,
has used its brand strength at the smaller end of the market to
good effect.

Even after the recent rally, current stock market levels put
pressure on our revenues. However, we have a first class team,
revitalized investment management processes showing through in
steadily improving performance, and good support from our
clients, so we can face the challenges ahead in an optimistic
frame of mind.

CONTACT:  Penny Clarke,
          Polhill Communications,
          Phone: 020 7655 0540


GAIA LIMITED: In Administration; Business Up for Sale
-----------------------------------------------------
Gaia (Creed) Limited (in Administrative Receivership)
Fully equipped educational and leisure facility
Delabole, Cornwall

The Gaia Energy Center is a purpose-built energy efficient
visitor center developed at a cost of over GBP5 million.  Since
opening in August 2001 it has been promoting the use and
development of renewable energy in all its forms.  Andy
Beckingham, the joint administrative receiver, now seeks a
purchaser for the Gaia Energy Center on a going concern basis.

The principal features are:

-- 13 acre freehold site; 2,800 square meters gross internal
floor space

-- Fully equipped visitor center with exhibitions and catering
facilities

-- Partnerships with renewable energy groups in private and
public sectors across Cornwall and the UK

-- Grant funding potentially available

For further information, please contact Andy Beckingham by e-mail
on Bristol@begbies-traynor.com


KNIGHT FRANK: Offers Business for Sale at GBP2.5 Million
--------------------------------------------------------
For sale:

Grade I Listed Town
House Hotel
Dukes Hotel, Bath

On the Instruction of the Joint Administrative Receivers:

N.H.O. O'Relly and M. Moses of Numerica.

-- Reception and Residents' Lounge
-- 17 en suite bedrooms and suites
-- Function/Private Dining rooms
-- Fitzroy's Restaurant and Bar

Highest offers are invited in writing by Wednesday 2nd July at 12
noon.  Guide price GBP2.5 million freehold.

CONTACT:  EXETER OFFICE
          Phone: 01392 493101
          E-mail: exehotels@knightfrank.com


NETWORK RAIL: Could Be Worse Than Railtrack, Says Regulator
-----------------------------------------------------------
The tracks in the U.K. today are no better than when they were
managed by Railtrack, said Tom Winsor recently, as he published
the Office of the Rail Regulator's business plan for 2003-04.

The rail regulator also said Network Rail -- the not-for-profit
firm that succeeded Railtrack Plc -- may even prove less
efficient than its predecessor.  He questioned the firm's plan to
spend GBP27.8 billion over the next three years, which is almost
GBP12 billion more than the original budget.

"Network Rail has not made the case for all the activity it is
projecting, it will have to justify this increase in activity,"
Mr. Winsor was quoted by BBC News as saying.

"We are very concerned with the forecasts that Network Rail is
making in relation to activity and costs, and these will have to
be thoroughly justified."

Just last week, Network Rail bared heavy losses and mounting debt
and admitted that its performance regarding train delays was
"unacceptable."

It, however, insisted that improvements would be felt soon, as
the company invests more money into upgrading the tracks.

Still, Mr. Winsor believes the company may end up less efficient
than Railtrack.  With no shareholders to control management, the
not-for-profit company is much more difficult to regulate, he
said.  Before, fines he had imposed on Railtrack had been
effective because they had hit shareholders.

"With Network Rail, a key area of accountability, the
shareholders, has gone and it's harder to regulate the company,"
Mr. Winsor said.

In a separate story, the Independent newspaper said, since
Network Rail took over from Railtrack, "standards of service have
deteriorated with delays in the last 12 months rising by nine
percent despite Network Rail's costs spiraling out of control."

"In 2002-03 it overspent its GBP3.5 billion budget by GBP1.5
billion and now projects that spending will rise from GBP3
billion a year, before the October 2000 Hatfield disaster, to
GBP6.4 billion by 2005-06," the Independent said.

The paper noted operating costs have doubled in the last two
years even though there had been no real increase in the number
of signalmen and many of Network Rail's contractors were on cost-
plus contracts.

Based on his comments, the paper expects Mr. Winsor to take a
very tough line with Network Rail when he completes his interim
determination in December of how much it should receive in
"access charges" from train operating companies.  Last year, the
company received GBP5 billion with roughly half from passenger
fares and half from Government subsidies.  The paper further
quoted Mr. Winsor as saying that even if his interim review
concluded that Network Rail needed more money, fares would not
necessarily have to rise.


SCM CORRUGATING: Joint Liquidators Offer Business for Sale
----------------------------------------------------------
SCM Corrugating Machinery Limited

The Joint Liquidators Tyrone S Courtman and Evelyn G Exley offer
for sale the business and assets of SCM Corrugating Machinery
Limited - In Liquidation.

Unique features include:

(i) One of the largest manufacturers of manipulators, lift
assisters and materials handling equipment in Europe

(ii) Turnover cGBP8.5 million

(iii) Technical sales and manufacturing facilities based in
leasehold premises situated at Ellesmere Port, Chesire

CONTACT:  COOPER PARRY LLP
          Andrew Stevens
          14 Park Row
          Nottingham
          NG1 6GR
          Phone: 0115 9580212
          Fax: 0115 9588800
          E-mail: Andrews@cooperparry.com


SOMERFIELD PLC: Kwik Save Brand Brought in GBP2.2 Million
---------------------------------------------------------
Kwik Save's new economy range, Simply, is estimated to have
brought the company GBP2.2million of new spend and stolen market
share, according to research from AC Nielsen.

This new money to Kwik Save represents 76% of all Simply sales,
further reinforcing the already-apparent success of the brand.
Simply has surpassed all expectations by turning over
GBP1.3million a week with only half of the 200 lines in place and
it is now expected to turn over in excess of GBP100m this
financial year - GBP40m more than first forecast.

The research also found 86% of UK people are buying economy
products with Simply making its way into 8.1% of homes - ahead of
the Co-op (6.2 per cent) and nearly matching Morrisons (8.6 per
cent). More than two million households have tried Simply
products since the range's launch in late January, with nearly
64% of these purchasing more than once.

Those buying Simply lines for the first time spent 75p whereas
the repeaters raised their spend to GBP1.80. But it is the level
of Simply repeat business that has proved particularly pleasing
for Kwik Save - 77% of the total spend is tracked as coming from
customers buying Simply lines again.

Gill McComas, Kwik Save marketing director, said "It has been
clear from early on that shoppers were voting with their pockets
in support of Simply, but the results of the research have
exceeded our expectations and shown that the range has had a far
greater impact on our customers than we might have hoped for. The
fact Simply is bringing us new customers from our rivals is the
icing on the cake."

The Simply range is due to be fully in place by August, spanning
47 categories.

                     *****

Kwik Save, with 686 stores, is recognized as the UK's biggest low
price, high street supermarket. It offers real families everyday
low-priced shopping in easy-to-reach, quick-to-shop stores.

Somerfield purchased Kwik Save in 1998, and saw its sales and
profits quickly adapting a downward turn.  The group tried to
sell the chain but failed.


ST. JAMES'S: Finance Director To Resign Effective September
-----------------------------------------------------------
St. James's Place Capital announces that Martin Moule, Finance
Director, has informed the company of his intention to resign
from the Group to take up the position of Finance Director, UK
Life at Zurich Financial Services.

It has been agreed that he will remain with the Group until 1
September 2003.

Andrew Croft, aged 38, who has been Executive Director, Finance
of the Group's main operating subsidiary, St. James's
Place UK Plc since 2001, will become Finance Director of the
Group.  He will also, subject to regulatory consent, join the
Board of St. James's Place UK Plc.

Commenting today [Wednesday], Mike Wilson, Chief Executive of St.
James's Place Capital, said:

'We are delighted to appoint Andrew Croft, who has been with us
for over ten years, and has considerable experience of the Group.
We would like to thank Martin Moule for his contribution to our
development and wish him well in his new position.'

                     *****

St. James Capital incurred a loss that is more than twice as big
as last year's due to losses in two of its strategic investments,
Life Assurance Holdings and Italian joint venture Nascent.

The savings and wealth management group posted a loss of GBP41.2
million as a result of a GBP27.7 million loss on the group's 23%
stake in Life Assurance Holdings, and a GBP19.4 million loss on
writing off and winding up Nascent.  The result compares with
last year's operating loss of GBP16.8 million.

CONTACT:  ST. JAMES'S PLACE CAPITAL
          Mike Wilson
          Phone: 020 7514 1907

          BRUNSWICK GROUP
          Anita Scott/Kate Miller
          Phone: 020 7404 5959

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

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

Troubled Company Reporter -- Europe is a daily newsletter co-
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USA, and Beard Group, Inc., Washington, DC USA. Kimberly
MacAdam, Larri-Nil Veloso, Ma. Cristina Canson, and Laedevee
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Copyright 2003.  All rights reserved.  ISSN 1529-2754.

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