/raid1/www/Hosts/bankrupt/TCREUR_Public/030619.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

            Thursday, June 19, 2003, Vol. 4, No. 120


                            Headlines


C Z E C H   R E P U B L I C

MOSTECKA UHELNA: Minority Shareholders Accept Appian Takeover
BANK PEKAO: Discloses July 25 EGM Agenda


F I N L A N D

IOCORE PLC: Directors Okay New Rights Option Prospectus


F R A N C E

ALSTOM: Ex-Alcatel Unit Mulls Bid for Profitable Division
CANAL PLUS: Vivendi Expects Unit to End in Black this Year
RHODIA S.A.: Divests Polyurethane Flame Retardants Business
SCOR: S&P Places Long-term Ratings on CreditWatch Negative
VIVENDI UNIVERSAL: Expects Dollar Debt to Drop with VUE Sale
VIVENDI UNIVERSAL: First Quarter Net Loss Down to EUR319 Million


G E R M A N Y

ADCON TELEMETRY: Appoints Reorganization Expert Chief Executive
BERTELSMANN AG: Arvato Seeks Cooperation With Axel Springer
DEUTSCHE BA: New Owner's Grand Plan -- Pan-European Expansion
OTTO: Bad Market Condition Dampens Interest in Internet Store
PROSIEBENSAT.1 MEDIA: Fitch Comments on Planned Capital Increase
RWE UMWELT: Parent Restructuring Adds Pressure to Achieve Target


I R E L A N D

SCALA SYNTHETIC: Class A Notes Lowered; Class B, C Affirmed
SCALA SYNTHETIC: Synthetic 3 Class A and B Notes Ratings Down


N E T H E R L A N D S

KLM ROYAL: To Choose Alliance Partner Later This Year


P O L A N D

PZU: New Chief Offers to Mediate Between Feuding Shareholders


U N I T E D   K I N G D O M

ASMEC ELECTRONICS: Administrators Offer Operations Up for Sale
BIG FOOD: Announces Availability of Annual Report and Accounts
BRITANNIC GROUP: Another Top Brass to Step Down July
BRITISH NUCLEAR: To Bare GBP1 Bln Writedown Losses Next Month
CORDIANT COMMUNICATIONS: Denies Rumored Joint Bid with WPP

CORUS GROUP: Another 136 Staffs to be Made Redundant
DAVID FABB: Administrators Sell Business and Assets
E P MOULDING: Receivers Offer Business and Assets for Sale
GAMING INSIGHT: Won't Oppose Winding Up Proceeding Against Unit
HAMLEYS PLC: Discloses Results, Cash Offer Recommendation

HAMLEYS PLC: Independent Directors Accept Soldier Cash Offer
IMAGESTATE PLC: Agrees to Terms of New GBP1 Million Funding
IQ-LUDORUM PLC: Cuts Loss-making Activities to Hasten Turnaround
MARLON INSURANCE: To Hold Scheme Creditors Meeting July 10
REGUS PLC: Shareholders Approve Steps to Prop Up Balance Sheet

SELKIRK: Receivers Offer Operations for Sale
STERLING PUBLISHING: Confident of Outlook Despite Difficulties
WILLINGTON PLC: To Reduce Working Capital, Operating Overheads
YORKSHIRE GROUP: Adverse Economic Trends Prompt Business Review


                            *********


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


MOSTECKA UHELNA: Minority Shareholders Accept Appian Takeover
-------------------------------------------------------------
Shareholders of Mostecka uhelna spolecnost decided recently to skip formal
liquidation proceedings in changing the company's ownership.

According to Czech Happenings, Lezaky, a firm fully owned by Swiss Appian
Energy AG, will takeover the assets of the company by paying minority
shareholders CZK588 per share.  Spokesman Vasil Bobela said the takeover is
in line with Appian Group's desire to control 100% of major affiliates.
Lezaky had a 97.64% controlling stake at Mostecka, the country's first
private-owned mining company, before it offered to buyout the minority.

Mr. Bobela said Appian wants to simplify the exercise of shareholders rights
in the group to allow a more efficient management of the individual firms
and reduce costs related to making decisions at general meetings.  The
takeover, he said, will not change conditions for employees and creditors of
Mostecka's successor -- pravni nastupce -- nor change managerial posts.

Last year, Mostecka posted a 23% profit growth from CZK504.81 million at the
end of 2001.  Overall revenues, however, fell to CZK6.54 billion from
CZK6.77 billion in 2001.  CEO and Chairman Lubos Mekota attributed the
progress in the fast restructuring of the company.

The company has 5,108 employees by the end of last year, but Mr. Mekota
hinted of redundancies due to a fall in demand for brown coal lately.  Coal
sale have so far dropped by almost 3% to 16.6 million tons this year.
Mostecka has a share capital of CZK8.835 billion.


BANK PEKAO: Discloses July 25 EGM Agenda
----------------------------------------
The management board of Bank Polska Kasa Opieki S.A. announces that, in
accordance with Art. 398 and in connection with Art. 399 (S) 1 of Code of
Commercial Companies as well as (S) 8 Sec. 3 of the Bank's Statute, it will
convene the Extraordinary General Meeting of Bank Polska Kasa Opieki SA on
July 25, 2003 at 11:00 at the head office in Warsaw, Grzybowska Str. 53/57.
The meeting will follow this agenda:

(a) Opening of the Extraordinary General Meeting.

(b) Electing of the Chairman of the Extraordinary General
    Meeting.

(c) Concluding correctness of convening the Extraordinary
    General Meeting and its capacity to adopt binding
    resolution.

(d) Electing of the Voting Commission.

(e) Adoption of the agenda.

(f) Consideration of the motion and adoption of resolution on
    establishing the Incentive Scheme for the members of the
    governing bodies, members of the managing staff and
    employees of the Capital Group of Bank Polska Kasa Opieki
    Spolka Akcyjna, who are the key to the implementation of the
    Bank's strategy.

(g) Consideration of the motion and adoption of resolution on
    the issue of Series A, B, C and D registered bonds of the
    Bank with right of priority to take up the Bank's shares,
    exclusion of the pre-emptive right of Series F and G shares
    of the Bank and exclusion on the pre-emptive right of the
    Series A, B, C and D registered bonds of the Bank with right
    of priority to take up the Bank's shares.

(h) Consideration of the motion and adoption of resolution on
    contingent increase of the statutory capital, exclusion of
    the pre-emptive right on the Series F and G shares of the
    Bank and amendment to the Statute of the Bank.

(i) Consideration of the motion and adoption of resolution on
    introducing the Series F and G shares into public trading.

(j) Consideration of the motion and adoption of resolution on
    amendments to the Statute of Bank Polska Kasa Opieki S.A.
    and on authorizing the Supervisory Board to establish the
    uniform text of the Statute of the Bank.

(k) Other matters.

(l) Closing of the meeting.

Bearer's shares entitle bearers to participate in the General Meeting if
inscribed deposit certificates, issued by the entity with which a
shareholder maintains his brokerage account are deposited at the Bank's Head
Office at Grzybowska 53/57 in Warsaw (ground floor, room no. 0070) on or
before July 18, 2003 by 3:00 p.m. and are not picked up before the end of
the General Meeting.

The Management Board of Bank Polska Kasa Opieki S.A. posted these proposed
changes in the Bank's Statute with hitherto binding provisions:

(a) (S) 10 Sec. 2 currently reads:

    "2. The General Meeting of Shareholders shall be entitled to
    adopt resolutions if at least 50% of the shares plus one
    share are represented."

    Proposed change:

    "2. The General Meeting of Shareholders shall be entitled to
    adopt resolutions if at least 50% of the shares plus one
    share are represented, subject to the mandatory provisions
    of law."

(b) (S) 10 Sec. 3 currently reads:

    "3. Resolutions of the General Meeting of Shareholders shall
    be adopted by an absolute majority of votes, subject to the
    provisions of the Code of Commercial Companies and the
    Statute of the Bank."

    Proposed change:

    "3. In the case the resolution has not been adopted for the
    lack of the quorum required by the Statute of the Bank,
    during the next General Meeting of Shareholders, with the
    same agenda as the General Meeting of Shareholders, which
    did not adopt a resolution for the lack of the quorum, the
    presence of the shareholders representing at least 20% of
    the statutory capital is required for an adoption of the
    resolution."

(c) (S) 10 Sec. 4 currently reads:

    "4. Resolutions regarding amendment to the Statute of the
    Bank, sale of the enterprise or its organized part, on
    merger or dissolution of the Bank shall be adopted by at
    least 3/4 majority of votes, if at least 50% of the shares
    plus one share are represented."

    Proposed change:

    "4. The General Meeting of Shareholders referred to in
    Section 3 should be held on the date falling not later than
    within eight weeks after the General Meeting of Shareholders
    which has not adopted the resolution for the lack of the
    quorum."


(d) In (S) 10, Sec. 5 shall be added with the following wording:


    "5. Resolutions of the General Meeting of Shareholders shall
    be adopted by an absolute majority of votes, subject to the
    provisions of the Code of Commercial Companies and the
    Statute of the Bank."

(e) (S) 12 Sec. 1 currently reads:

    "1. The General Meeting of Shareholders shall be opened by
    the Chairman or Deputy Chairman of the Supervisory Board, or
    in their absence - by one of the members of the Supervisory
    Board. If these persons are absent, the General Meeting of
    Shareholders shall be opened by the President of the
    Management Board or a person designated by the Management
    Board."

    Proposed change:

    "1. The General Meeting of Shareholders shall be opened by
    the Chairman or one of the Deputy Chairmen of the
    Supervisory Board, or in their absence - by one of the
    members of the Supervisory Board. If these persons are
    absent, the General Meeting of Shareholders shall be opened
    by the President of the Management Board or a person
    designated by the Management Board."

(f) (S) 14 Sec. 4 currently reads:

    "4. The Supervisory Board shall elect its Chairman, Deputy
    Chairman and Secretary from among its members."

    Proposed change:

    "4. The Supervisory Board shall elect its Chairman, two
    Deputy Chairmen and Secretary from among its members. The
    Deputy Chairman may simultaneously perform the function of
    the Secretary."

(g) (S) 17 Sec. 1 currently reads:

    "1. The Supervisory Board shall adopt resolutions if at
    least half of its members, including its Chairman and Deputy
    Chairman, are present during the meeting and all the members
    have been invited."

    Proposed change:

    "1. The Supervisory Board shall adopt resolutions if at
    least half of its members, including its Chairman, or one of
    the Deputy Chairmen, are present during the meeting and all
    the members have been invited."

(h) (S) 19 currently reads:

    "(S) 19.  The Chairman of the Supervisory Board and, in his
    absence, the Deputy Chairman of the Supervisory Board, shall
    be entitled to sign agreements with members of the
    Management Board of the Bank, acting on behalf of the
    Bank."

    Proposed change:

    "(S) 19. The Chairman of the Supervisory Board and, in his
    absence, the Deputy Chairman of the Supervisory Board
    indicated by the Chairman, shall be entitled to sign
    agreements with members of the Management Board of the Bank,
    acting on behalf of the Bank."

(i) (S) 27a shall be added with the following wording:

    "(S) 27 a. The Bank's share capital was conditionally
    increased by Resolution No..... of the Extraordinary General
    Meeting of Shareholders dated 25 July 2003 by the amount of
    1.660.000 (one million six hundred sixty thousand) zlotys,
    by way of issue of 830.000 (eight hundred thirty thousand)
    the Series F bearer shares of the Bank with a nominal value
    of 1 (one) zloty each and 830.000 (eight hundred thirty
    thousand) the Series G bearer shares of the Bank with a
    nominal value of 1 (one), in order to grant rights of
    priority to take up shares to the holders of the Series A,
    B, C and D registered bonds of the Bank with right of
    priority, issued pursuant to Resolution No....... of the
    Extraordinary General Meeting of Shareholders dated 25 July
    2003, with the exclusion of the pre-emptive right on shares
    on relation to the existing shareholders of the Bank."


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


IOCORE PLC: Directors Okay New Rights Option Prospectus
-------------------------------------------------------
During a meeting June 17, 2003, Iocore Plc's Board of
Directors have decided to accept the prospectus drawn up by the company.
The prospectus is to be published in the morning of June 18, 2003.  The
prospectus is published in context with the combination of Iocore and
Solagem Oy that was decided on May 27, 2003, with the offering of new shares
and options that are issued in pursuance of the combination and with the
listing of new shares.

Offering new options to Iocore option holders

Based on the Board of Directors' proposal on May 27, 2003 to the company's
Extraordinary General Meeting on June 18, 2003, Iocore's Board of Directors
has decided that in addition to
Solagem's option holders Iocore's new rights of option (new Options) will
also be offered to those current Iocore option holders that are in
employment relation with Iocore group or are members of group companies'
boards of directors.  Since the combination will bring both Iocore and
Solagem together in the same group, Iocore's Board of Directors feels that
it is important to offer New Options also to Iocore option holders, so that
the position of the both company option holders would be as equal as
possible in the new group.  This issue has also been agreed upon in the
combination agreement.

According to the decision, Iocore will make an offer of exchange to the
Iocore group option holders, where the option holders will subscribe for New
Options and, consequently, return back to Iocore the same amount of A-, B-,
C- or D-options subscribed according to Iocore's current option programs I
(2000-2005) or II (2001-2005).  Iocore group option holders are given one
(1) New A-, B-, C- or D-Option for each current Iocore A-, B-, C- or
D-option. To accept this exchange offer, Iocore option owner must exchange
all owned Iocore options held.

This exchange offer begins on June 19, 2003 at 10 a.m. and ends on August
29, 2003 at 5 p.m.  To subscribe for New Options the option holder must be
currently employed by Iocore or to be a member of Iocore's or its subsidiary
company's board of directors.

Realization of the exchange offer of exchange for Iocore options
necessitates that Iocore's Extraordinary General Meeting on June 18, 2003
accepts the new option program for Iocore, as proposed by the Board of
Directors.  New Options will be posted in the option holder's book-entry
account according to their conditions no less than one (1) month before the
share subscription period for each series of options begins.

According to the combining agreement, New Options are agreed to be allocated
as a part of the company's regular incentive program so that 261.878 options
are allocated to Iocore's current option holders, employees, CEOs and board
members and, respectively, 205.762 options are allocated to Solagem Oy's
current option holders, employees, CEOs and board members.  In addition to
this, Iocore Finland Ltd will subscribe for the remaining 155.880 options to
be distributed as separately decided upon by the Board of Directors.

Future prospects

In pursuance of the combination, the Board of Directors has updated the
future prospects that were given earlier:

In context of the combination, Iocore will alter its financial year to
coincide with a calendar year.  Previously, Iocore's financial year has been
from October 1 to September 30.  Solagem's financial year has coincided with
a calendar year.

Iocore estimates that during the latter half of the calendar year 2003, the
group turnover will grow approximately 40-50 percent compared to the same
period in the previous financial year.  The growth will be due to the
consolidation of Solagem Oy in the group from the beginning of July.  This
estimate includes the loss in turnover resulting from the discontinuation of
the business operations in the Netherlands and France.  Turnover of Iocore
Finland is not expected to grow in the latter half of the calendar year 2003
compared to previous year.  This is due to fairly large delivery projects
that took place at the end of the last year.

Iocore group's operating profit is estimated to be slightly positive during
the latter half of calendar year 2003.

Iocore has received from Solagem's Board an announcement to be added to the
prospectus.  According to the information received by Iocore, Solagem's near
future prospects are:

"Solagem's Board believes in the continuation of growth in the business
operations and that the turnover for the whole financial year is going to
grow organically approximately five (5) percent.  This conception is based
on the Board's knowledge on the realized development that took place in the
first part of the year and also on currently ongoing or future customer
deliveries."

After the combination takes place, the associated company will aim to
achieve growth in turnover that exceeds the general IT market growth.  The
company's management estimates the general growth of IT market to be 5-10
percent in a longer time span.
Partners will be used in software sales, especially concerning international
distribution.  Iocore's partner network has reached its target status and it
will no longer be actively extended.

Discontinuing business operations in the Netherlands and France

Due to previously published discontinuation of the Netherlands and France
business operations, Iocore group's turnover will be reduced by
approximately EUR0.7-0.9 million during the latter part of the calendar
year.  The reducing effect these operations have on the turnover will begin
from July 1. The companies' operating profit has been negative.  Iocore will
write down the shares and outstanding loans and remaining goodwill
concerning these companies.  Iocore has sought for preliminary ruling from
tax authorities to post the acquisition cost of the shares of the companies
in question as a write-off based on their market value at the time of
acquisition.  The decree has not yet been given.

Limitations to surrendering Iocore's shares

As notified earlier, in May 27, 2003, a shareholders' agreement will be
concluded in the context of enforcing the combination. The shareholders'
agreement will include a lock-up arrangement, i.e. sales restrictions on
Iocore's shares.  This lock-up arrangement gradually limits the parties'
right of surrendering or mortgaging Iocore's shares before July 2006 as
follows: On July 1, 2004, 10% of Iocore's shares owned by Solagem's founders
and 20% of Iocore's shares owned by other investors (CapMan funds and Oy
Knowledge Connection Ab) will be released from limitations.  On July 1,
2005, 20% and 30% of the aforementioned shareowners' shares according to the
ownership at the time of the original agreement conclusion will be
respectively released.  On July 1, 2006, the limitations concerning all
shares shall be terminated.

Costs due to combination

The non-recurring costs due to the combination are estimated to be EUR0.3
million in 2003.  These costs consist of transaction expenses and fees and
of asset transfer tax.  The amount of operating costs due to the combination
will become more accurate later on.

Pro forma - financial information

Pursuant to the combination, and to be attached to the prospectus, Iocore
has prepared Pro forma - financial information.

In this information the effects of the combination on the company's income
statement, balance sheet and cash flow statement have been estimated as if
the combination had taken place already in January 1, 2002.  Pro forma -
financial information covers the calendar year 2002 and the first quarter of
the calendar year 2003.

The combination is planned to be carried out in accordance with Finnish
accounting standards, using so-called pooling of interests accounting.
Thus, no goodwill will be incurred in consolidation.

According to the Pro forma - financial information, the turnover of the
company (Iocore and Solagem after the combination) in the year 2002 was
approximately EUR23.0 million, operating profit approximately EUR0.53
million and net profit for the financial year approximately EUR0.3 million.
Correspondingly, the associated company's turnover in the first quarter of
the calendar year 2003 was approximately EUR5.9 million, operating loss
EUR-0.2 million and the loss for the period approximately EUR0.26 million.

The financial position of the combined company is good. Pro forma total
assets at March 31, 2003 amounted to approximately EUR14.8 million, of which
share capital equaled to EUR9.61 million and short-term liabilities to
EUR4.93 million. Equity ratio was 66.1 percent (March 31) and net debt to
shareholders' equity (gearing) -66.4.

Cash balance of the combined company (approximately EUR6.76 million, pro
forma March 31, 2003) would suffice for several years, even considering the
slightly negative result from the beginning of the year.

Iocore Plc
BOARD OF DIRECTORS

CONTACT:  IOCORE PLC
          Kari Katajamaki, Chief Executive Officer
          Phone: +358 9 374 7800
          E-mail: kari.katajamaki@iocore.fi
          Home Page: http://www.iocore.fi


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


ALSTOM: Ex-Alcatel Unit Mulls Bid for Profitable Division
---------------------------------------------------------
Cable manufacturer, Nexans, confirms it is studying the possibility of
acquiring the transmission and distribution business of troubled engineering
group, Alstom.  The deal could see a cable business spun out of Alcatel
reuniting itself with another former Alcatel unit.

Nexans said it was examining whether "the purchase of these activities could
eventually be an opportunity for the group to extend its core energy
business in the financial conditions that preserve the interests of
shareholders."

The division, which supplies the energy industry with power distribution
equipment, is Alstom's most profitable operation.  Analysts have valued the
unit at between EUR1 billion and EUR1.5 billion, according to the Financial
Times.  It was put up for sale in March as part of the French group's plan
to cut EUR5 billion debts in half by 2005.  Alstom plans to raise EUR3
billion (US$3.5 billion) from its planned disposals.  It also plans to raise
as much as EUR600 million via a rights issue this year to prop up its
debt-crippled balance sheet.  Its shares have lost two-thirds of value in
the past year.


CANAL PLUS: Vivendi Expects Unit to End in Black this Year
----------------------------------------------------------
Vivendi Universal expects pay-TV unit, Canal Plus, to make a profit this
year, although not as much as the first-quarter levels when exceptional
items boosted results.

According to Reuters, Finance Director Jacques Espinasse told analysts:
"You cannot expect to see an increase in operating income of the same level
(for the rest of the year).  We confirm that we see a positive operating
income for 2003 but it will not be four times the first quarter level."

Canal Plus' operating profit of EUR158 million was partly augmented by the
reversal of provisions relating to Italy's Telepiu and European soccer.  The
figure stands against a EUR68-million loss a year before.  According to the
report, Vivendi did not specify the amount of the reverse provisions, but
assured that discounting the effects of Telepiu, Canal Plus operating income
would still be black.


RHODIA S.A.: Divests Polyurethane Flame Retardants Business
-----------------------------------------------------------
Rhodia and Albemarle Corporation have signed a binding agreement for
Albemarle to acquire Rhodia's phosphorus-based polyurethane flame retardants
business.  The transaction is subject to regulatory approvals.

Used in rigid and flexible polyurethane foam applications, Rhodia's
polyurethane flame retardants activity generated sales of around EUR60
million in 2002 with approximately 90 employees.
As part of the transaction, Albemarle is acquiring Rhodia's associated
production site in Avonmouth in the United Kingdom. Rhodia will also supply
Albemarle with flame retardants and intermediates manufactured at its sites
in Charleston (S.C., USA), Oldbury and Widnes (UK).

Polyurethane flame retardants are not a key segment for Rhodia's Phosphorus
& Performance Derivatives.  The Enterprise will focus on developing its
global leadership position in Phosphorus chemistry through its strong
positions in the water treatment, agriculture, lubricants, pharmaceuticals
and textile markets.

This transaction forms part of Rhodia's strategy to make targeted
divestments of non-core businesses and reduce its net debt/EBITDA ratio,
while re-aligning its portfolio on its growth model based on the cross
fertilization of technologies and the development of high value-added
solutions.

Rhodia's Phosphorus & Performance Derivatives enterprise is a dynamic
technology-driven and market focused business serving customers in the
agriculture, lubricants, pharmaceuticals, textiles and water treatment
markets.  By working closely with clients and possessing detailed
understanding of their processes, Phosphorus & Performance Derivatives
develops new products and provides innovative solutions to meet customer
needs.

Rhodia is one of the world's leading manufacturers of specialty chemicals.
Providing a wide range of innovative products and services to the consumer
care, food, industrial care, pharmaceuticals, agrochemicals, automotive,
electronics and fibers markets, Rhodia offers its customers tailor-made
solutions based on the cross-fertilization of technologies, people and
expertise.  Rhodia subscribes to the principles of Sustainable Development
communicating its commitments and performance openly with stakeholders.
Rhodia generated net sales of EUR6.6 billion in 2002 and employs 24,500
people worldwide. Rhodia is listed on the Paris and New York stock
exchanges.

CONTACT:  RHODIA S.A.
          Investor Relations
          Marie-Christine Aulagnon
          Phone: 33-1 55 38 43 01
          Fabrizio Olivares
          Phone: 33-1 55 38 41 26


SCOR: S&P Places Long-term Ratings on CreditWatch Negative
----------------------------------------------------------Standard & Poor's
Ratings Services said it placed all its long-term ratings, including its
'A-' counterparty credit and insurer financial strength ratings, on
France-based reinsurer SCOR and subsidiaries on CreditWatch with negative
implications.

"The CreditWatch placement follows SCOR's disappointing absolute and
relative first-quarter 2003 results, further indications of a weakened
although still strong business position, and the potential Standard & Poor's
sees for reported capital to be materially affected by further reserve
strengthening," said Standard & Poor's credit analyst Marcus Rivaldi.  "This
potential strengthening relates particularly to SCOR's credit derivatives
portfolio and its CRP subgroup (comprising Commercial Risk Reinsurance Co.
Ltd. and Commercial Risk Re-Insurance Co.)," added Mr. Rivaldi.

Standard & Poor's will shortly meet with SCOR group management to resolve
the CreditWatch placement.  If, upon resolution of the CreditWatch
placement, Standard & Poor's decides to lower the ratings on SCOR and
subsidiaries, it is not expected that they will be lowered by more than one
or two notches.


VIVENDI UNIVERSAL: Expects Dollar Debt to Drop with VUE Sale
------------------------------------------------------------
Vivendi Universal Chief Financial Officer Jacques Espinasse plans to reduce
the group's dollar-denominated debt using proceeds from the sale of U.S.
assets, according to Reuters.

"As we sell dollar assets, we will be reducing dollar debt," Mr. Espinasse
told analysts at a meeting discussing the company's financial results.

He also disclosed that, currently, Vivendi has gross debt of EUR17 billion,
around half or EUR8 billion of which is in dollars.  Vivendi's net debt
stands at EUR14 billion, according to him.

It is known that Vivendi is selling its U.S. entertainment assets and has
set a June 23 deadline for accepting bids.  As for a possible IPO involving
a portion of its entertainment business before the sell-off, Mr. Espinasse
said the "dual-track process" could be explored at the last minute depending
on the level of interest in the outright auction.  If this goes ahead, up to
25-30% of Vivendi Universal Entertainment could be involved, he said.


VIVENDI UNIVERSAL: First Quarter Net Loss Down to EUR319 Million
----------------------------------------------------------------
Vivendi Universal's performance for the first quarter of 2003 showed
significant progress compared to a year ago:

(a) Net loss was reduced from EUR815 million to EUR319 million.
    Adjusted net income[1] was close to break-even, with the
    loss declining from EUR182 million to EUR56 million.  This
    improvement was largely driven by the improvements in the
    operating income of retained businesses which grew to EUR844
    million, up 39% against EUR607 million on a pro forma
    basis[2].

(b) Cash-flow from operations[3] was significantly above
    expectations at EUR928 million.

(c) Net debt[4] at March 31, 2003 was in line with expectations
    at EUR15.3 billion (including the EUR4 billion acquisition
    of 26% of Cegetel Group on January 23, 2003).  This compares
    to net debt of approximately EUR35 billion as of June 30,
    2002.  As of May 31, 2003, estimated net debt was
    approximately EUR14 billion.

Vivendi Universal reiterates its full year 2003 operating guidance, despite
the negative impact of the euro/dollar exchange rate:

     (i) Very strong growth in operating income;

    (ii) Strong improvement in cash flow from operations;

   (iii) Return to profit excluding non-recurring items and
         goodwill.

Comments on the Group's earnings:

Net loss has been reduced from EUR815 million in the first quarter 2002 to
EUR319 million in the first quarter 2003.  The adjusted net income in the
first quarter 2003 is close to break even at -EUR56 million, compared to a
loss of EUR182 million a year earlier.  The improvement in adjusted net
income has been driven by a significant increase in the operating income of
the current businesses:

(a) The operating income was EUR844 million for the first
    quarter of 2003.

(b) On a pro forma basis, i.e., excluding Veolia Environnement
    (formerly named Vivendi Environnement) and the Vivendi
    Universal Publishing businesses sold in 2002 and 2003, and
    including VUE as if the USA Networks entertainment assets
    had been acquired as of January 1, 2002, the Q1 2002
    operating income was EUR607 million.

(c) This 39% improvement has been achieved through:

         (i) The continued progress at Cegetel and Maroc Telecom
             (30% and 27% growth of their operating income
             respectively);

        (ii) The progress of the turnaround of Canal+ group
             which has a positive quarterly operating income;

       (iii) The reduction of losses in other cash-draining
             activities (Internet and Holding & Corporate);

        (iv) And despite temporary declines in Vivendi Universal
             Entertainment and Games and an expected decline in
             Music.

(d) On an actual basis, in 2002, operating income was EUR894
    million, including Veolia Environnement and Vivendi
    Universal Publishing, and excluding USA Networks
    entertainment assets.

    On a constant currency basis, pro forma operating income
    growth would have been of 48%.

    Cash flow from operations of EUR928 million is above the
    company's expectations, even though it is below last year's
    level, which was exceptionally high due to the timing of the
    release schedules by our Music and Film groups at the end of
    2001 and beginning of 2002. The strong performance for the
    first quarter of 2003 was mainly driven by a reduction in
    the main cash drains (Canal+ Group and Internet).
    Proportionate cash flow from operations6 amounted to EUR 531
    million for the group, also much above the company's
    expectations.

    Net debt at the end of March 2003 of EUR15.3 billion was in
    line with expectations. It compares with a net debt of
    approximately EUR35 billion (including Veolia
    Environnement), as of June 30, 2002, and EUR12.3 billion on
    December 31, 2002.  As of May 31, 2003, estimated net debt
    was approximately EUR14 billion. The change in net debt
    since the beginning of the year reflects the EUR4 billion
    acquisition of 26% of Cegetel Group on January 23, 2003, as
    well as the impact of closed divestitures totaling EUR 725
    million in enterprise value, including the divestitures of
    Express-Expansion-Etudiant (EUR200 million), Canal+
    Technologies (EUR 190 million), 32.2 million USA Interactive
    warrants (EUR257 million) and other divestitures (EUR78
    million). It should be noted that since the end of March,
    Vivendi Universal has completed transactions worth a total
    EUR1.5 billion, including the sale of Telepiu (EUR871
    million), Hungary Telecom (EUR 325 million), Comareg (EUR135
    million) and Sithe Asia ($ 47 million, approximately EUR40
    million). Year to date, Vivendi Universal has signed
    divestiture transactions worth a total EUR2.9 billion in
    enterprise value (including EUR600 million transactions not
    yet closed as of June 17, 2003).

In addition, since March 31, 2003, Vivendi Universal has successfully
restructured its debt and lengthened its average maturity by completing the
placement of EUR1.2 billion high-yield notes, implementing a three-year
EUR2.5 billion bank facility.

Comments on operating income for the six main businesses:

Cegetel - SFR:
In millions of euros  Q1 2003 Actual  Q1 2002 Actual   % variation
Revenue                  1,781            1,713            +4%
Operating Income           465              359           +30%

Cegetel-SFR's operating income grew 30% to EUR465 million, due to efficient
cost management, including subscriber acquisition costs.

SFR revenues increased 6% at EUR1,559 million and operating income grew 22%
at EUR473 million. SFR's customer base grew to 13.7 million customers
(including SRR, its subsidiary in La Reunion).  SFR's market share on total
base increased 1.1 percentage points to 35.3% from 34.2% at end March 2002.
ARPU from prepaid customers increased 2% to EUR21.2 and ARPU from postpaid
customers decreased 3% to EUR56.0 mainly due to fixed incoming call tariff
decreases imposed by the regulator (-15% as from January 1st, 2003
after -10% as from March 1st, 2002).  Data and Services monthly revenues per
average customer rose significantly (54%) to EUR4.1.  Additionally, SFR was
successful in increasing profitability including a 5% reduction in
acquisition costs per gross addition (excluding promotions) in the same
period.

For Cegetel's fixed telephony services division operating losses were
reduced by 72% despite a 6% decline in revenues due to unfavourable impact
of year end 2002 decrease in voice pricing and unfavourable traffic mix.

Maroc Telecom:

In millions of euros    Q1 2003   Q1 2002   % variation   % variation
                         Actual    Actual                 at constant
                                                           currency
Revenue                   357       355         +1%            +6%
Operating Income          138       109        +27%           +32%

Maroc Telecom operating income experienced a strong 27% growth to EUR 138
million, due to an efficient control of costs.

First quarter 2003 revenues increased by 6% at constant exchange rates.  At
the end of March, Maroc Telecom had 4,725,000 customers in mobile telephony
(a 20% rise year-over-year) and 1,116,000 customers in fixed-line telephony
(flat compared with first quarter 2002).

Operating income experienced a strong 27% growth to EUR138 million, driving
operating margins up by 8 points to 39%, due to lower acquisition costs in
the mobile market and to the reduction of other operational costs, including
overheads and advertising.

Universal Music Group:

In millions of euros     Q1 2003   Q1 2002   % variation   % variation
                          Actual    Actual                 at constant
                                                            currency
Revenue                   1,100     1,364       -19%          -9%
Operating Income           (28)       27         NA           NA

The margin decline of Universal Music Group was in line with expectations.

The global music market continued to show weakness in the first quarter with
an estimated decline of 12%.  In this context, Universal Music continued to
grow its market share, with strong sales of the debut release by 50 Cent
(5.5 million units in the quarter and the best selling release by any
company so far this year) and strong carryover sales from 2002 releases by
t.A.T.u and the 8 Mile OST featuring Eminem.  In the U.S., the music market
album unit sales declined 9.9% against the prior year as measured by
SoundScan, while UMG increased current album market share 3.5% to 30.9%.
Overall, despite these share gains, the revenue of Universal Music declined
by 9% on a constant currency basis (decline is 19% taking into account
exchange rate fluctuations).

UMG reported an operating loss of EUR28million compared to a profit of
EUR27million in the first quarter of 2002, in line with expectations.  The
margin impact of lower sales and a higher proportion of low margin activity
was partly offset by a reduction in marketing costs and lower catalogue
amortization expenses as a result of the write down of music catalogues in
2002.  Quarter to quarter comparisons are affected by a stronger release
schedule during the first quarter of last year.

UMG's major album releases including albums by Enrique Iglesias, Limp
Bizkit, Sting and U2, are scheduled for the second half of the year.

Vivendi Universal Entertainment:

In millions of euros    Q1 2003   Q1 2002   % variation   % variation
                         Actual    Actual                 at constant
                                                           currency
Revenue                  1,446     1,375        +5%          +28%
Operating Income           213       148       +44%          +76%

In millions of euros    Q1 2003   Q1 2002   % variation   % variation
                         Actual  Pro Forma                at constant
                                                           currency
Revenue                  1,446     1,851        -22%          -5%
Operating Income           213       276        -23%          -6%

On a pro forma basis at constant currency, VUE's operating income declined
6%, mainly due to increased investments in original programming and fewer
theatrical releases.

On an actual basis, VUE revenues were up 5% compared to the prior year for
the same period and operating income rose 44%. Comparisons with last year
are difficult because of the change in perimeter.

On a pro forma basis, which assumes the acquisition of USA Networks occurred
on January 1, 2002, and excluding exchange rate fluctuations, VUE's
operating income was down 6%.  This was primarily due to the television
business.  This business recorded higher amortization and marketing costs
related to increased investment in original programming, which is expected
to drive future revenue growth.  The decline at 7 Pro forma basis as if the
USAi entertainment assets had been consolidated from January 1st, 2002 and
the results of Universal Studio international television networks had been
reported by Vivendi Universal Entertainment instead of Canal +.

Universal Parks & Resorts, as a result of lower theme park attendance due to
continued softness in the travel industry as well as the timing of the
Spring Break, and at Spencer Gifts, due to the soft retail market, was
offset by improved operating income in the film business, due to a lighter
releases schedule compared with last year.

Looking ahead, VUE's performance for the remaining of 2003 should be driven
by strong theatrical releases such as Bruce Almighty, 2 Fast 2 Furious and
The Hulk, as well as the strong pick-up in the cable network's upfront ad
market.

Canal+ Group:

In millions of euros    Q1 2003   Q1 2002   % variation   % variation
                         Actual    Actual                 at constant
                                                           currency
Revenue                  1,166      1,199       -3%       -2%
Operating Income           158        (68)       NA       NA

Canal+ Group's quarterly operating income is positive

Canal+ Group strong improvement in quarterly operating income was achieved
thanks to strong performance from all business units.  The group's main
business, Pay-TV France, doubled its operating income compared to last year,
largely due to the plan initiated in 2002 by the new management to restore
profitability.  The renegotiation of Club Europe soccer contract resulted in
the reversal of a provision which compensated the restructuring charges
(social plan and planned move of headquarters) recorded in first quarter
2003.

Other business units showed good progresses, including Poland which savings
actions resulted in an improvement of EUR22 million compared to the same
period last year.  Finally, Telepiu, which sale was completed end of April,
showed a positive operating income of EUR113 million due primarily to a
reversal of provision.

Vivendi Universal Games:

In millions of euros    Q1 2003   Q1 2002   % variation   % variation
                         Actual    Actual                 at constant
                                                           currency

Revenue                   106       125        -15%          -1%
Operating Income          (24)      (1)         NA            NA

Vivendi Universal Games performance suffered a temporary decline.  This
decline was mainly caused by revenue softness, itself related to the decline
of the US dollar, and declining markets for both GameCube games and
educational software as well as unfavorable timings of R&D and marketing
spend.  The performance of VU Games for the remainder of 2003 looks very
solid with a strong product release including titles, such as Hulk, the
WarCraft III expansion pack, Half Life 2, and several Lord of the Rings
titles.

Other profit and loss highlights

Financing, net and other expense amounted to - EUR326 million. This
includes:

(a) EUR180 million in financial expenses representing an average
    cost of the debt of around 4.5%;

(b) EUR146 million of other financial expenses, including EUR80
    million of foreign exchange losses, EUR42 million of net
    financial provisions, and EUR10 million of fees related to
    the implementation of the refinancing plan of the company;

(c) In addition, financial losses for an amount of EUR420
    million were compensated by the reversal of existing
    provisions for the same amount and therefore resulting in a
    neutral impact on the net income.  This includes a loss of
    EUR253 million on the sale of 32.2 million USA Interactive
    warrants, a loss of EUR104 million on put options on Vivendi
    Universal treasury shares, and a cost of EUR3 million
    representing the Veolia Environnement redeemable bonds (ORA)
    redemption premium.

Exceptional items amounted to a profit of EUR81 million, i.e., mainly a
capital gain of EUR104 million on the sale of Express/Expansion/L'Etudiant,
and a loss of EUR15 million of the sale of Canal+ Technologies Income taxes
amounted to EUR307 million, including EUR34 million of taxes on asset sales.

Comments on the adjusted net income

The company's adjusted net income is equal to the net income adjusted for
four items (as of March 31, 2003):

(1) EUR283 million of goodwill amortization;

(2) EUR81 million of exceptional profits on asset sales;

(3) EUR52 million of additional net financial provisions (EUR42
    million) and fees related to the implementation of the
    refinancing plan of the company (EUR10 million);

(4) EUR9 million of impact of these adjustments on the income
    tax and minority interest.

Notes:

[1] For reconciliation of net income (loss) to adjusted net
    income (loss) please refer to the table in the supplementary
    schedules attached to this release.

[2] The pro forma information illustrates the effect of the
    acquisition of the entertainment assets of USA Networks,
    Inc. in May 2002 and the disposition of Vivendi Universal
    Publishing assets sold in 2002 and 2003, as if these
    transactions had occurred at the beginning of 2002.  It also
    illustrates the accounting of Veolia Environnement (formerly
    named Vivendi Environnement) using the equity method at
    January 1, 2002 instead of December 31, 2002.  Additionally,
    the results of Universal Studio international television
    networks are reported by Vivendi Universal Entertainment
    instead of Canal+ Group.  This reclassification has no
    impact on the total result of Vivendi Universal

[3] Net cash provided by operating activities net of capital
    expenditures and before financing costs and taxes.

[4] French GAAP gross debt less cash and cash equivalents.

[5] Current businesses are: Cegetel-SFR, Maroc Telecom, UMG,
    VUE, Canal+ Group, VUG and others including Internet, VTI
    and Corporate.

[6] Defined as cash flow from operations excluding the minority
    stake in all less than 100% entities for the period
    reported.

To See Financial Statements: http://bankrupt.com/misc/Vivendi_Universal.pdf

CONTACT:  VIVENDI UNIVERSAL
          Investor Relations
          Paris
          Daniel Scolan
          Phone: +33 (0) 171 71 32 91
          Laurence Daniel
          Phone: +33 (0) 1 71 71 12 33
          New York
          Eileen McLaughlin
          Phone: +(1) 212.572.8961


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


ADCON TELEMETRY: Appoints Reorganization Expert Chief Executive
---------------------------------------------------------------
With immediate effect, the Supervisory Board of Adcon Telemetry AG appointed
Felix Primetzhofer as new chief executive of Adcon Telemetry AG to
efficiently implement all further restructuring steps.  Mr. Primetzhofer has
extensive international experience, particularly in the reorganization of
industrial businesses as well as the technology branch.

Executive Board member Claus Wortmann has resigned as COO of Adcon Telemetry
AG as of June 16, 2003.  Due to efficiency and cost saving reasons Mr.
Primetzhofer will transitionally be vested with sole responsibility to
restructure the Adcon group.

The ordinary annual shareholder meeting of Adcon will take place in Vienna,
end of July 2003.

                     *****

Adcon announced during the reporting of its first quarter results the
resignation of Chief Executive Gunther Walcher with immediate effect.  The
company also said that its supervisory board has approved accelerated and
intensified restructuring measures elaborated with the support of external
experts.

Adcon's Dutch subsidiary, Adcon RF Technology, filed for insolvency after
U.S. partner Microchip Technology Inc. terminated its joint cooperation with
the unit.  The subsidiary was also affected by the delay in its planned
cooperation with US AMI Semiconductor Inc.


BERTELSMANN AG: Arvato Seeks Cooperation With Axel Springer
-----------------------------------------------------------
The prevailing economic difficulty being experienced by its entertainment
department has prompted Bertelsmann AG's print and CD unit, Arvato, to look
for possible partners.

AFX News, citing Arvato Managing Director Hartmut Osrowski, said the unit is
currently in talks with Axel Springer Verlag and other publishers concerning
possible cooperation.  He said: "We are currently in talks with several
companies, including Axel Springer, about possible cooperation in the
gravure printing area."

He added they are also looking for partners for its CD business, as danger
in the CD market looms: "Our competitors also see the danger in the CD
market and are looking for partners, as we are, to cope with the change
together."

Arvato is Bertelsmann's third biggest revenue generator.  It expects to
improve upon last year's sales figure of EUR3.67 billion this year, and sees
full-year EBITDA coming in around the same level as last year's EUR217
million.

Bertelsmann, meanwhile, had a net loss of EUR399 million.  The loss was
mainly due to the EUR60 million cost of restructuring and integrating Zomba,
the music label it acquired last year for EUR2.7 billion.

CONTACT:  BERTELSMANN AG
          Carl-Bertelsmann-Straae 270
          33311 Gtersloh
          Germany
          Phone: ++49.5241.80-0
          Fax: ++49.5241.80-9662


DEUTSCHE BA: New Owner's Grand Plan -- Pan-European Expansion
-------------------------------------------------------------
New owner, German millionaire Hans Rudolf Wohrl, says the pay cut he intends
to implement is aimed at raising cash to finance his ambitious expansion
throughout Europe.

According to The Times, he believes the airline, which has been loss-making
under British Airways, could achieve long-term productivity by the offering
more routes, even if this would mean competing with its former parent.  A
Deutsche BA spokesman declined to comment on whether they would offer
services in the UK, but confirmed Mr. Wohrl wanted to expand outside
Germany.  The new owner has pledged to expound on this plan next month when
he takes control of the airline.

As part of the plan, airline staffs have reportedly been asked to take a pay
cut of up to 20% including benefits for 12 months or face redundancies of
between 250 and 300.  The pay conditions, though, could be reverted to its
original levels after a year, and only around 30 to 50 jobs will be lost.

The company said that Mr. Wohrl holds the view "that we have too many staff
and too many planes.  One way (to resolve this) would be to reduce staff and
planes immediately," according to the report.  He promised, though, that
staff would be given shares in the company once the venture becomes
profitable.

Deutsche BA has accumulated losses of GBP250 million and has yet to turn a
profit since its formation in 1992.


OTTO: Bad Market Condition Dampens Interest in Internet Store
-------------------------------------------------------------
Seen in isolation, the German market test conducted by the
Otto-Supermarkt-Service on the Internet was a success.  Yet despite the high
level of customer satisfaction, especially with the full-service range of
foodstuffs -- including fresh products--provided in the Hamburg test area,
the current negative economic environment in Germany, with its ruinous price
competition in the retail-food sector, shows no signs of permitting
productive sales volumes in the foreseeable future.  This estimation is also
shared by the potential co-partners in the grocery retail sector.  Against
this background, it has been decided to discontinue the market test on June
30, 2003.  Otto is meanwhile seeking socially acceptable alternatives within
the Group for the 30 employees affected by the decision.

CONTACT:  OTTO
          Brita Hemme
          Phone: +49-40-6461 282
          Fax: +49-40-6461 449
          E-mail brita.hemme@otto.de


PROSIEBENSAT.1 MEDIA: Fitch Comments on Planned Capital Increase
----------------------------------------------------------------
Fitch Ratings, the international rating agency, welcome ProSiebenSat.1's
shareholder's approval of an authorized capital increase of EUR97.2 million
but views this event as credit neutral.  The company's current rating of
'BB' Outlook Negative has been under pressure due to the poor advertising
market in Germany upon which ProSiebenSat.1 relies for in excess of 95% of
revenues (See press release dated 12 December 2002.)

Recently reported recapitalization plans for ProSiebenSat.1, backed by
KirchMedia and KirchMedia's four creditor banks follow two failed attempts
to introduce a strategic investor to the company.  The plan envisages
KirchMedia (KirchMedia GmbH & Co), the insolvent parent company,
participating in the capital increase, with the rights issue underpinned by
two key assurances:

(1) KirchMedia's commitment to 50% of the capital increase to
    maintain its ownership above 50%.  This has already been
    approved by the insolvency administrator.

(2) Should the minority shareholders not take up their share of
    the issue, KirchMedia's four creditor banks have committed
    up to EUR150 million to take up the excess shares.  The
    stake of each bank is expected to remain below 5%.

As part of the capital restructuring the company has stated that it is
examining the conversion the non-voting preference shares to ordinary
shares, thereby reducing KirchMedia's voting rights (both direct and
indirect) from 72% to 52%.  No decision has yet been made by the company and
the supervisory board on this issue.

The program rights library of KirchMedia will continue to be available to
ProSiebenSat.1 however it will be run as an amortizing asset and any new
programming acquisitions will be made by ProSiebenSat.1.  The contract with
the programming library will be for a period of 10 years and will involve a
revenue share agreement whereby revenues will be shared according to a set
formula, which should improve working capital at the company and reduce
costs.

It is noted that deleveraging is key to ProSiebenSat.1's ratings but must be
balanced in the context of the advertising market conditions in Germany and
the successful renegotiation of financing of the revolving credit facility
(maturity December 2004) and the 2005 and 2006 bonds.  The agency will
continue to closely monitor developments in this regard.


RWE UMWELT: Parent Restructuring Adds Pressure to Achieve Target
----------------------------------------------------------------
The restructuring blueprint of Germany's second largest utility, RWE AG,
prescribes the sale of ailing waste disposal and recycling unit, RWE Umwelt,
should it fail to reach targets by 2005, AFX News said recently.

The plan created by RWE AG's Chairman Harry Roels puts the utility's 13
subsidiaries under the umbrella of seven larger units, AFX said, citing
daily Financial Times Deutschland.  The restructuring plan will take effect
October 1.  It has the intention to realize the multi-utility concept that
is said to benefit from synergies between the gas, electricity and water
business.  The unbundling of production, network and trading also fulfils
the requirements of the European Union, which come into effect 2007.

Under the new structure, RWE production will comprise RWE Power AG,
Rheinbraun AG and Harpen AG as well as RWE Dea AG.  Other units will be RWE
Trading, Innogy Holdings, Thames Water, RWE Umwelt and RWE Systems, the
report said.  Gas and electricity units will be put together, and the
distinction now will be between production and sales.  Up to 1,000
management jobs will be cut, it added.

Meanwhile, German press last week cited sources in the workers' council,
saying RWE intends to save several million-euros through the new structure.
A merger among RWE Plus AG, RWE Net AG, RWE Gas AG and RWE Solutions AG is
also possible, becoming a new entity under new Chairman Heinz-Werner Ufer.

The chairman for the new unit created from the merger of Rheinbraun, RWE
Power and Harpen will be Rheinbraun Chairman Berthold Bonekamp, the reports
added and the unit will be based in Cologne.  The supervisory board will
decide on the restructuring at a meeting on June 26, sources in the
supervisory board told AFX News.

RWE Umwelt's operating profit fell 33% to EUR98 million in 2002, while sales
rose 4.4% to EUR2.18 billion.  This year, sales are expected to fall to EUR2
billion and operating profit to EUR90 million, reports say.  A turnaround is
not expected until two years from now.  By then the company hopes to achieve
an operating profit of EUR142 million.


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


SCALA SYNTHETIC: Class A Notes Lowered; Class B, C Affirmed
-----------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its credit rating to 'B-'
from 'B' on the class A floating-rate asset-backed notes issued by Scala
Synthetic 2 PLC, an SPE. At the same time, it affirmed its ratings on the
class B and C notes.

The downgrade follows negative credit migration within the reference pool,
which has, in turn, increased scenario loss rates beyond the available
credit enhancement at the class A note level.  The reference portfolio at
closing was a EUR750 million static pool comprising 54 reference bonds and
loans issued by investment-grade corporates in the U.S., Western Europe, and
Australia.  The transaction has suffered three credit events in its life in
addition to experiencing significant negative credit migration.

The ratings on Scala Synthetic 2's notes continue to reflect the credit
quality of the reference credits, the levels of credit enhancement provided
by subordination, and Banca Intesa SpA's (A-/Stable/A-2) ability to meet its
payment obligations as counterparty under the credit default swap.

RATINGS LIST

Scala Synthetic 2 PLC
EUR70.875 Million Floating-Rate Asset-Backed Notes

Class                         Rating
                      To                 From

Rating Lowered
A                     B-                 B

Ratings Affirmed
B                     CCC-
C                     D


SCALA SYNTHETIC: Synthetic 3 Class A and B Notes Ratings Down
------------------------------------------------------------- Standard &
Poor's Ratings Services said it lowered its credit ratings on the class A
and B floating-rate asset-backed notes issued by Scala Synthetic 3 PLC, an
SPE.  This downgrade follows the receipt of final recoveries on an entity
within the pool on which a credit event had been issued.  This entity, which
represented 1.24% of the closing pool, is the third asset to be removed from
the reference portfolio following the issuance of a credit event notice.

Resultant threshold erosion, coupled with increased scenario loss rates
following credit migration, means that available credit enhancement levels
are no longer commensurate with the current ratings.

The reference portfolio at closing was an EUR805 million static pool
comprising 80 reference bonds and loans issued by investment-grade
corporates in the U.S., Western Europe, and Australia.

The ratings on Scala Synthetic 3's notes continue to reflect the credit
quality of the reference credits, the new level of credit enhancement
provided by subordination, and the ability of IntesaBci SpA (A-/Stable/A-2)
to meet its payment obligations as counterparty under the credit default
swap.

RATINGS LIST
Scala Synthetic 3 PLC
EUR42.67 Million Floating-Rate Asset-Backed Notes

Class                 Rating
               To             From
Ratings Lowered
A              B              B+
B              CCC+           B-


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


KLM ROYAL: To Choose Alliance Partner Later This Year
-----------------------------------------------------
KLM Royal Dutch Airlines will decide by year's end whether to join the
alliance of SkyTeam led by Air France or OneWorld spearheaded by British
Airways.

Spokesperson Bart Koster told The Financial Express: "KLM is studying two
options, joining SkyTeam or joining oneworld. KLM is talking to both Air
France and British Airways about these options. We expect to make a decision
in the near future and certainly this year."

The spokesperson admitted that for the long-term the airline needed a strong
European partner.  During an address to shareholders recently, KLM President
& CEO Leo M van Wijk also said: "The future of aviation is unthinkable
without close cooperation between airlines."

SkyTeam handles about 220 million passengers annually and flies around 8,200
daily flights to 512 airports.  The important operational hubs of the
alliance are located in Atlanta, Mexico City, Paris, Prague, Rome and Seoul.

Oneworld said it takes about 20% of the world airline industry output,
earning more than $50 billion in revenues last year and carrying some 230
million passengers on a fleet of 2,000 aircraft operating more than 8,500
flights a day.


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


PZU: New Chief Offers to Mediate Between Feuding Shareholders
-------------------------------------------------------------
Newly appointed CEO Cezary Stypulkowski promises to act as arbiter in the
row between the firm's two biggest shareholders, the Financial Times says.

Mr. Stypulkowski said he had already met Ernst Jansen, the deputy president
of 30%-owner, Eureko, in an effort to bring the shareholder into amicable
settlement with the government, which controls 55% of PZU.  Netherlands
based-insurer, Eureko, has been claiming that the Polish state has failed to
meet its promise to transfer control of the insurance group by selling a
further 21% stake and floating PZU at the end of 2001.  Eureko claims these
concessions were among those given by the government that led it to buy a
stake in the company in 1999.

Eureko currently has a legal action lodged with the Stockholm-based
International Arbitration Tribunal to recover its US$805 million purchase
payment, plus interest and costs.  The Polish government has not disputed
the contract with Eureko but has so far refused to implement it, according
to the report.

Mr. Stypulkowski also promised to improve transparency, restructure and
prepare the company for a stock market flotation, possibly next year.


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


ASMEC ELECTRONICS: Administrators Offer Operations Up for Sale
--------------------------------------------------------------
Asmec Electronics Limited (in administration)

The Joint Administrators, Geoffrey Rowley and Michael Oldham offer for sale
the business and assets of the above electronics company.

Asmec Electronics Ltd provides a specialist CEM service to established
customers operating in high added value professional markets.  This is
typified by low volume/high complexity manufacturing.

Principal features include:

     (i) Turnover GBP4 million.

    (ii) Automated production processes including SMT, through
         hole, ICT, conformal coat.

   (iii) Other services including Prototyping, unit build,
         functional test, ship to line.

    (iv) Advanced ERP system.

     (v) BSI Registered.

    (vi) 45 skilled staff.

   (vii) Based in North Hertfordshire.

CONTACT:  Paul Redpath
          Phone: 020 7865 2813
          Fax: 020 7253 4629
          E-mail: paul.redpath@rsmi.co.uk

          RSM Robson Rhodes
          186 City Road, London EC1V 2NU
          Phone: 020 7251 1644
          Fax: 020 750 4629


BIG FOOD: Announces Availability of Annual Report and Accounts
--------------------------------------------------------------
Copies of Annual Report and Accounts for the 52 weeks ended March 28, 2003,
Notice of Annual General Meeting, and Form of Proxy, which were posted to
shareholders Tuesday, have been submitted to the U.K. Listing Authority and
will shortly be available for inspection at the U.K. Listing Authority's
Document Viewing Facility, which is situated at:

Financial Services Authority
25 The North Colonnade
Canary Wharf
London
E14 5HS
Tel. No. (020) 7676 1000

If you have any queries or would like to receive a copy of the annual report
please contact:

      Hudson Sandler
      Phone: 020 7796 4133
      Noemie de Andia/Lara Meinertzhagen


BRITANNIC GROUP: Another Top Brass to Step Down July
----------------------------------------------------
Britannic Group Managing Director Bryan Portman will leave the company July,
or just nine months after his promotion from finance director last
September.

Mr. Portman will be the second top executive to leave the group within 18
months after the sudden departure of CEO Danny O'Neill in January 2002.  Mr.
O'Neill served only seven weeks before announcing retirement to spend more
time with family.

The task of turning around the group's performance proved itself a tough
feat during his appointment, as Mr. Portman was forced to issue profits
immediately after his appointment as managing director.  The warning halved
Britannic's stock market value in one day.  To escape the threat of
insolvency caused by a steady decline in stock market, Mr. Portman also
announced that the group would scrap the dividend and policyholders bonuses
for 2002.

Mr. Portman will relinquish his job to the company's current finance
director Paul Thompson, although he will continue to stay until September.
His efforts to solve the group's financial problems, as well as the gradual
recovery of the stock market, have already eased fears of insolvency in the
company.

Britannic is currently negotiating a possible sell-off of its mortgage
business, Britannic Money, to Paragon Group.


BRITISH NUCLEAR: To Bare GBP1 Bln Writedown Losses Next Month
-------------------------------------------------------------
British Nuclear Fuels (BNFL) is expected to unveil losses close to GBP1
billion next month due to the dramatic fall of the value of U.K.'s nuclear
industry, according to The Observer.

It will likely write-down up to GBP600 million in assets, GBP230 of which
will be accounted by its Springfield fuel manufacturing business, and around
GBP400 million by its two Magnox power stations Bradwell and Hinkley Point.
The write-downs at the Magnox plants are due to costs of decommissioning
them and storing the waste they have produced -- expenses that were not
anticipated when the company acquired the operations.

The figure stands to increase by up to GBP1 billion if it would include the
fall in the value of its Sellafield reprocessing site.  BNFL last year
announced a loss of GBP2 billion, largely due to a GBP1.9 billion-
write-down caused by increases in the costs of storing radioactive waste.

The write-downs follow the crisis at British Energy that prompted the
electricity generator, with the backing of the government, to negotiate
reductions in contracts for supply of fuel reprocessing with BNFL.

British Energy narrowly escaped collapsed after wholesale electricity prices
in the U.K. fell 40% between 1998 and last autumn.  The slump also resulted
to an operating loss of some GBP120 million at BNFL's Magnox division.

BNFL will report its figures end of July.


CORDIANT COMMUNICATIONS: Denies Rumored Joint Bid with WPP
----------------------------------------------------------
Cordiant Communications largest shareholder, Active Value, denied reports it
has plans of launching a joint bid for Cordiant with advertising group WPP,
according to AFX.

"There are no plans currently to launch a joint bid with WPP," said an
Active Value spokesman.

The statement came after the Financial Times reported that Active Value,
which owns 16.75% of Cordiant, were in talks with WPP for a joint action.
Cordiant Communications said Tuesday it is in "exclusive and advanced
negotiations" regarding the acquisition by WPP of Cordiant by means of a
recommended scheme of arrangement.  The progress has the blessing of the
majority of secured lenders, the company said.

The advertising firm prefers being sold, but Active Value wants an equity
injection and the replacement of Cordiant's executive team.  The investment
fund backed by WestLB Panmure is planning to dump up to GBP40 million in the
business, and put Richard Wheatly, former head of Jazz FM, as chairman.

The company has called a special meeting of shareholders, but there are
speculations it will push the schedule to the farthest date allowable under
the company's bylaws -- which is July 23 -- way beyond the July 15 deadline
set by creditors to settle the group's future.

French advertising firm Publicis and U.S. hedge fund Cerberus, meanwhile,
are also suggesting to split Cordiant's assets in a pre-packaged deal that
could be used to put the company under administration.


CORUS GROUP: Another 136 Staffs to be Made Redundant
----------------------------------------------------
Struggling steel-maker Corus Group will shed another batch of employees on
top of more than 1,000 UK job cuts announced in April, The Scotsman news
agency reported.

A total of 136 staffs, most coming from the Firsteel plant in Tipton, West
Midlands, will lose their jobs, as the group moves all of its narrow strip
cold rolling operations to its Brinsworth site at Rotherham in South
Yorkshire.  Firsteel Cold Mill and Service Centre in Tipton will be closed,
resulting in 102 job cuts at the Firststeel site and 34 on the Brinsworth
site.  Corus expects the plans to be completed by the end of the year.

Gordon Rudd, West Midlands officer for the Iron and Steel Trades
Confederation trade union, told The Scotsman the announcement is
"devastating news."

He said: "We shall be consulting with ISTC members at the Tipton plant and
seeking urgent talks with Corus.  Piecemeal cuts in capacity and jobs are no
solution for the problems facing Corus."

Corus has suffered recently as a result of the huge influx (at unmatchable
prices) of steel and aluminum from Asia and Eastern Europe.  It was hit by
the strength of sterling against the euro and the continuing weak prices for
steel, which are close to 20-year lows in many markets.

CONTACT:  CORUS GROUP
          Corporate Relations
          Phone: +44 (0) 20 7717 4502/4505
          Corus Investor Relations
          Phone: +44 (0) 20 7717 4503/4504
          Credit Suisse First Boston
          Stuart Upcraft/Hugh Richards
          Phone: +44 (0) 20 7888 8888


DAVID FABB: Administrators Sell Business and Assets
---------------------------------------------------
David Fabb (holdings) Limited and its Subsidiaries/Associates
                   (All In Administration)

Servosteel Limited
Hornsey Gates Division
Phoenix Metal Products Division
Fairmile Fencing Systems Limited
Bentall Rowlands Industries Limited
Jones Of Oswestry Division
Sidney Smith Castings Division
Offa Industries (Broome) Limited
Stourbridge Stockholders Limited
Brockway Conveyors Limited
Daimic Limited
(Collectively Known As "The Group")

The Joint Administrators of A P Peters and W K Dawson offer for sale the
business and assets of the Group: David Fabb (Holdings) Limited.  Group has
turnover in excess of GBP40 million, comprising:

Servosteel Limited:

-- Turnover over GBP10 million.

-- Locations: Stourbridge and Dudley.

-- 163 employees.

-- The largest independent steel processor in the U.K.
   Comprehensively equipped service center including coil to
   coil pickle line with capacity 300,000 tons per annum.

-- BS EN ISO 9002 accreditation.


Phoenix Metal Products Division:

-- Turnover GBP8 million.

-- Location: Bridgnorth, Shropshire.

-- 52 employees.

-- Marketing and manufacture of cold rolled formed sections for
   the construction industry.


Fairmille Fencing Systems Limited:

-- Turnover GBP6 million.

-- Location: Telford.

-- 72 employees.

-- Specialist manufacturers of steel fencing products.


Bentall Rowlands Industries Limited:

-- Turnover GBP8 million.

-- Location: Scunthorpe.

-- 51 employees.

-- Design and manufacture of agricultural and industrial storage
   and handling equipment.

-- Production of custodial products.


Jones of Oswestry Division:

-- Turnover GBP3 million.

-- Location: Oswestry.

-- 67 employees.

-- Design and manufacturing of materials handling equipment and
   heavy steel fabrications.


Hornsey Gates Division:

-- Turnover GBP2 million.

-- Location: Ironbridge, Shropshire.

-- 42 employees.

-- Manufacture of field gates and sheep hurdles.

Sidney Smith Castings Division:

-- Turnover GBP1 million.

-- Location: Stourbridge.

-- 19 employees.

-- Grey and ductile castings.

Offa Industries (Broome) Limited:

-- Turnover GBP1 million.

-- Location: Knighton, Powys.

-- 14 employees.

-- Manufacture of livestock feeding and housing equipment.


Stourbridge Stockholders Limited:

-- Turnover GBP1 million.

-- Location: Stourbridge.

-- 25 employees.

-- Steel shearing and batch sheet pickling.


Brockway Conveyors Limited:

-- Turnover GBP1 million.

-- Location: Stourbridge.

-- 19 employees.

-- Design and manufacture of roller conveyor systems.


Daimic Limited:

-- Turnover GBP1 million.

-- Location: Birmingham.

-- 15 employees.

-- Restaurant operation.

CONTACT:  Julia Martin
          Deloitte & Touche
          Four Brindleplace, Birmingham
          B1 2HZ
          Phone: 0121 632 6000
          Direct Line: 0121 695 5275
          Fax: 0121 695 5555
          Mobile: 07836 324476
          E-mail: julmartin@deloitte.co.uk
          Alternative contacts:
          Greig Mitchell Julian Heathcote at the Group
          Phone: 01384 395 492


E P MOULDING: Receivers Offer Business and Assets for Sale
----------------------------------------------------------
E P Moulding Limited (In Administrative Receivership)

The joint administrative receivers, M Dunham and C W A Escott, offer for
sale the business and assets of this plastic injection molding and vacuum
forming business.

-- Operating from 50,000 sq ft leasehold premises in Kirkby,
   Merseyside

-- Forecast turnover GBP4.7 million to March 04

-- Broad customer base

-- Experienced and flexible workforce

-- Substantial plant and machinery

CONTACT:  David Fairclough or Jo Mellor
          Phone: 0161 455 3344
          Fax: 0161 455 3309
          E-mail: Jo.Mellor@rsmi.co.uk
          Homepage: http://www.businessandassetsforsale.co.uk

          RSM ROBSON RHODES
          Colwyn Chambers, 19 York Street
          Manchester M2 3BA
          Phone: 0161 236 377
          Fax: 0161 455 3309


GAMING INSIGHT: Won't Oppose Winding Up Proceeding Against Unit
---------------------------------------------------------------
Further to the announcement made on June 10, 2003 regarding the suspension
of trading of the Company's shares, the Company makes the following
announcement.

Winding up proceedings were instituted against Go Barking Mad Limited (GBM)
on April 17, 2003 and were disputed by GBM.  GBM is the principal trading
subsidiary of the Company. The Company owns 51% of GBM.

GBM had not created the cashflow that was expected due to a number of
factors.  The Company hired consultants expert in gaming to conduct a
strategic review of Go Barking Mad Limited.

On June 4, 2003 another substantial creditor of GBM joined in the winding up
proceedings.

Following the presentation of the strategic review, the Board of the Company
has decided not to oppose winding up proceedings for Go Barking Mad Limited
that took place Wednesday, June 18, 2003.
The Board of the Company is continuing to explore ways to refinance the rest
of the Group.  A further announcement will be made in due course.

Stuart Polak has resigned as non-executive director of the Board of the
Company with immediate effect.


HAMLEYS PLC: Discloses Results, Cash Offer Recommendation
---------------------------------------------------------
Hamleys plc announced Tuesday preliminary results for the 52 weeks to March
29, 2003.

Highlights:

(a) Group profit before tax and exceptional items increased by
    35% to GBP5.6 million (2002: GBP4.1 million)

(b) Group profit on ordinary activities before tax up by 45% to
    GBP5.4 million (2002: GBP3.7 million)

(c) Like-for-like sales for the Hamleys brand (including Regent
    Street and Hamleys Direct) up 9.4%

(d) Increased contribution from Hamleys and Bear Factory
    businesses.

(e) Bear Factory franchising started successfully with five
    stores and now growing fast.

(f) Integration of English Teddy Bear Company proceeding to plan

(g) Group operating profit before exceptional items up by 27% to
    GBP6.3 million (2002: GBP4.9 million)

(h) Earnings per share 16.8p (2002: 12.0p)

(i) Recommended cash offer announced Tuesday at 205p per share

Simon Burke, Chairman, said: "In a year of increasingly difficult trading
conditions, this continued profit growth from both key brands is evidence of
the strength of our business.  We have also announced on June 17 that we
have received a cash offer of 205p per share which, following a competitive
process, the Independent Directors are pleased to recommend to shareholders.
This offer price represents a 62% premium to the share price before the
announcement of bid talks on 17 March 2003."

To See Financial Results:
http://bankrupt.com/misc/Hamleys_PLC.htm

CONTACT:  HAMLEYS PLC
          Simon Burke, Chairman
          Phone: (020) 7479 7316

          Brunswick
          Rebecca Blackwood
          Phone: (020) 7404 5959
          Melissa McVeigh
          Carolyn Esser


HAMLEYS PLC: Independent Directors Accept Soldier Cash Offer
------------------------------------------------------------
Further to the announcement on March 17, 2003 regarding a possible
management buy-out of Hamleys, the board of Soldier and the Independent
Directors of Hamleys announce that they have reached agreement on the terms
of a recommended cash offer, to be made by KPMG Corporate Finance on behalf
of Soldier, to acquire the entire issued and to be issued ordinary share
capital of Hamleys not otherwise contracted to be acquired by Soldier.

Soldier is an English company newly incorporated for the purpose of making
the Offer.  Following the Offer becoming or being declared unconditional in
all respects, Soldier will be ultimately controlled by Baugur, an
international retail group, with the Hamleys Management owning a minority
interest.

The Offer:

(a) Will be 205 pence in cash for each Hamleys Share, with a
    Loan Note Alternative, and will value the entire existing
    issued ordinary share capital of Hamleys at approximately
    GBP47.4 million;

(b) Will be unanimously recommended by the Independent Directors
    of Hamleys;

(c) Will represent a premium of approximately 62.1 % to the
    closing middle market price of 126.5 pence per Hamleys Share
    on March 14, 2003, the last business day prior to the
    announcement regarding a possible management buy-out of
    Hamleys;

(d) Will represent a premium of approximately 5.7 % to the
    closing middle market price of 194 pence per Hamleys Share
    on June 16, 2003, the last business day prior to this
    announcement.

Soldier has received undertakings or letters of intent to accept (or to take
steps within the undertaker's power to cause acceptance of) the Offer in
respect of, or has conditionally contracted to acquire, in aggregate,
9,458,562 Hamleys Shares currently in issue representing approximately 40.9%
of Hamleys' entire existing issued ordinary share capital.  In addition,
Soldier has conditionally contracted to acquire 439,741 Hamleys Shares upon
exercise of certain options under the Hamleys plc Unapproved Executive Share
Option Scheme.  Further details of these arrangements are described in the
full text of the attached announcement.

Commenting on the Offer, Jon Asgeir Johannesson, chief executive of Baugur,
said: "We are delighted that the Independent Directors of Hamleys have
decided to recommend the Offer. The acquisition of Hamleys is an important
step in Baugur's international strategy and we are looking forward to
working with the Hamleys Management team to continue the successful
development of the business.  We regard the acquisition of Hamleys, with its
excellent brand and reputation, as a significant opportunity to strengthen
our UK retail interests."

Commenting on the Offer, Jim Hodkinson, chairman of the Independent
Directors of Hamleys, said:

"Through a three month competitive process, we have achieved an offer at a
level which the Independent Directors are pleased to recommend.  The offer
price of 205p represents a 62% premium to the share price before the
announcement of bid talks on 17 March 2003.  Hamleys' shares last traded at
this level in July 1998."

This summary should be read in conjunction with, and is subject to, the full
text of the attached announcement that forms an integral part of this
document.

To See Recommended Cash Offer:
http://bankrupt.com/misc/Recommended_Cash_Offer.htm

CONTACT:  GAVIN ANDERSON & COMPANY (PR adviser to Baugur)
          Phone: 020 7554 1400
          Neil Bennett
          Halldor Larusson

          SOLDIER
          Phone: 020 7479 7313
          John Watkinson

          KPMG CORPORATE FINANCE (financial adviser to Soldier)
          Phone: 020 7311 1000
          David McCorquodale
          Michael McDonagh

          BRUNSWICK (PR adviser to Hamleys)
          Phone: 020 7404 5959
          Rebecca Blackwood

          HAMLEYS
          Phone: 020 7479 7316
          Simon Burke
         (executive chairman and Independent Director)

          CLOSE BROTHERS (financial adviser to Hamleys)
          Phone: 020 7655 3100
          Richard Grainger
          Christopher Lewey


IMAGESTATE PLC: Agrees to Terms of New GBP1 Million Funding
-----------------------------------------------------------
ImageState PLC has agreed the terms for additional funding of up to
GBP1,000,000 to be provided by OVP2 Limited (a subsidiary of Pacific
Investments PLC, a company ultimately controlled by Sir John Beckwith, a
Director of the Company) which holds approximately 29% of the Company.

On October 10, 2002 the Company announced that it had arranged a finance
facility of GBP2,350,000 which was to be provided by OVP2 Limited and Mike
Luckwell (the Founders) and Mark Johnson, a Director of ImageState and
Pacific Investments PLC (together with Mike Luckwell, the Lenders).  The
facility was increased on December 16, 2002 by GBP750,000, on March 21, 2003
by a further
GBP675,000 and on May 22, 2003 by a further GBP250,000.  The current funding
will be advanced in tranches provided that no event of default is
subsisting.  Otherwise the terms of the facility remain unchanged.

The purpose of the loan is to provide additional working capital and reduce
trade creditors.  While the Company has made progress in reducing costs, the
Company is still loss making and further cost reduction is required together
with revenue growth to achieve breakeven.  During this period the Company
will continue to rely on the support of its major shareholder. In addition,
the Company will continue to seek to reduce costs as and where possible.
The Company also intends to strengthen the senior executive management team
in the short term.

As the Founders are precluded from buying any further shares by the Rules of
the Panel on Takeovers and Mergers, the additional funding (as with the rest
of the facility) has been structured as a loan repayable, at the lenders
option, either in cash or, if permissible, shares of 1p each at a price of
1p per share. The repayment of the loan through the issue of new shares is
dependent on it being permissible under the rules of the Panel and the
approval by independent shareholders to issue the additional shares.  The
maximum number of shares, which could be issued, would amount to
502,500,000, which would result in significant dilution to existing
shareholders as it would increase the share capital by approximately 200 per
cent.  The Founders and Mark Johnson have provided the loan on the basis
that they expect to be repaid in shares.  Accordingly, in the event that
they wish to do so, but the Company is unable to comply and repays the loan
in cash, then there will be a redemption premium payable to the Founders of
20 percent of the principal amount of the loan outstanding at the repayment
date.  Drawings under the loan bear an interest cost of LIBOR plus 3%.

The Independent Directors (comprising the Chairman and Finance Director)
have reviewed the potential sources of funding for ImageState's immediate
needs.  That review concluded that currently there were no other sources of
acceptable finance available to the Company, particularly given the current
condition of the stock market and the very cautious nature of the debt
capital markets.  In reviewing the terms of the loan the Independent
Directors have considered the immediate needs of the business for further
funding and the implications of not receiving such funding in the short
term, together with the recent share price trading range.

The Independent Directors, who have consulted with the Company's nominated
adviser, have concluded that the terms of the lending are fair and
reasonable in so far as the shareholders are concerned.

In consideration of OVP2 Limited providing the additional funding the other
Lenders have agreed to assign their loans to OVP2 Limited for a nominal
initial consideration together with a further payment the amount of which is
contingent on the proceeds received by OVP2 Limited in due course on
repayment of the loans whether in cash or if so elected by OVP2 Limited in
new ImageState ordinary shares.

In due course a resolution will be put to shareholders to provide the
necessary authority to allot the new shares in the event that the loan is to
be repaid through the issue of shares at a conversion price of 1p per share.
All shareholders will be eligible to vote on this resolution, except for the
Founders and Mark Johnson.

CONTACT:  IMAGESTATE
          Michael Cornish, Chairman
          Phone: 0207 734 7344


IQ-LUDORUM PLC: Cuts Loss-making Activities to Hasten Turnaround
----------------------------------------------------------------
The Board of IQ-Ludorum plc announces that it has sold the business and
assets of Strategic Software Solutions PVT Limited (SSS), the Company's
Indian software development subsidiary, and its U.K. software consulting
division operating under the name of 2DB to Affine Research & Development
Ltd, a company wholly owned by the brother of Gurcharan Singh, director of
IQL, for the sum of One Pound sterling for each business.  Affine will
assume all existing liabilities and commitments of these businesses.

These sales have been made as part of the Company's on-going restructuring
plan to cut loss-making activities and accelerate the date at which the
Company will become profitable.  The businesses are considered to be
non-core and, had they not been sold, would have been closed incurring
employee severance costs.

The company's Indian software development subsidiary is not currently
playing a significant role in the development of the Company's software
products being used in the market place and the transaction just concluded
allows IQL to limit the use of the Indian development capability to an
as-required basis.  While the UK consulting arm did custom work for
potential gaming clients, the service provided by this division was not
integral to the licensing of the Company's core internet gaming software
products.  There was no sale of intellectual property rights or software
source code involved in the transaction.  IQL has granted Affine a temporary
right to sub-license IQL's software to clients in areas of the world not
served by IQL for sub-license fees to IQL that are consistent with those
struck in similar arm's-length arrangements.  The agreement also provides
that the parties will work toward completion of a licensing and support
agreement in the 90 days following the signing of this purchase and sales
agreement.

In the year ended December 31, 2002, SSS and 2DB lost an aggregate of
US$523,000 on turnover of US$361,000.  Aggregate net assets, excluding any
accrued liability for employee severance costs which could have been
payable, at December 31, 2002 amounted to US$199,000.

Because of the relationship of the owner of Affine to Gurcharan Singh, the
sale of SSS and 2DB is considered to be a transaction with a related party
under the AIM Rules.  The directors of IQL, other than Gurcharan Singh,
consider, having consulted with KBC Peel Hunt Ltd, the Company's nominated
adviser, that the terms of the sale of the businesses are fair and
reasonable as far as the shareholders of IQL are concerned.

Further to the announcement of April 16, 2003 and following the successful
completion of the above disposals, Malcolm King has resigned as a
non-executive director with immediate effect.  The Board wishes to thank
Malcolm for his contribution to the Company.


CONTACT:  IQ-LUDORUM PLC
          Roger Stone, Chief Executive
          Phone: 020 7932 2466


MARLON INSURANCE: To Hold Scheme Creditors Meeting July 10
----------------------------------------------------------
In The High Court Of Justice Chancery Division Companies Court
NO 1735 OF 2003
NO 1739 OF 2003
NO 1740 OF 2003

In the matter of

Marlon insurance company limited (formerly Skandia Marine Insurance Company
(UK) Ltd and Vesta (UK) Insurance Company Limited)

The National Insurance & Guarantee Corporation Limited (formerly The
National Insurance & Guarantee Corporation Plc)

Riverstone (Stockholm) Insurance Corporation (PUBL) (formerly Odyssey Re
(Stockholm) Insurance Corporation (Publ) and Skandia International Insurance
Corporation (Publ))

And In The Matter Of The Companies Act 1985, Section 425

Notice is hereby given that by three Orders dated March 25, 2003, in
relation to each of the companies the High Court of Justice of England and
Wales has directed that meetings be convened of certain creditors of each of
the above named companies in relation to certain businesses for the purpose
of considering and, if thought fit, approving (with or without modification)
schemes of arrangement in identical form proposed to be made between each of
the Scheme Companies and their respective Scheme Creditors.  Scheme
Creditors are insurance, reinsurance, or retrocession creditors of the
Scheme Companies, in respect of certain businesses.

And that such Scheme Meetings will be held at the Chartered Insurance
Institute, 20 Aldermanbury, London EC2V 7HY, United Kingdom at 11 a.m. on
July 10, 2003 at which place and time all Scheme Creditors of each Scheme
Company are requested to attend.  Registration will commence at 10.30 a.m.
London time.

Scheme Creditors may vote in person at each Scheme Meeting or they may
appoint another person, whether a Scheme Creditor or not, as their proxy to
attend and vote in their stead.  A copy of the text of the Scheme and of the
statement required to be provided to creditors pursuant to section 426 of
the Companies Act 1985 as well as blank Forms of Proxy and Voting Forms may
be obtained from Sara Dennis of Fiona Christie, PricewaterhouseCoopers LLP,
Plumtree Court, London EC4A 4HT, United Kingdom (Phone: +44 (0) 20 7583
5000) during normal business hours before July 10, 2003.


REGUS PLC: Shareholders Approve Steps to Prop Up Balance Sheet
--------------------------------------------------------------
At the extraordinary general meeting of the Company held Monday, the
ordinary resolutions put to shareholders in order to approve the various
steps addressing the balance sheet position of the Company referred to in
the Circular to shareholders dated May 23, 2003 were duly passed.

In accordance with the UK Listing Authority Rules, copies of the resolutions
have been delivered to the Viewing Facility at the UK Listing Authority, The
Financial Services Authority, 25 The North Collinade, Canary Wharf, London
E14 5HS.

                     ****

In May, Regus said that, as set out in its preliminary announcement dated
April 25 2003, the net assets of Regus plc have fallen to less than half of
its called-up share capital, hence it will convene a meeting on June 16,
regarding the matter.

Chairman John Matthews said 2002 was "the most challenging year in the
history of the company" as the economic slowdown that began in the United
States in the first half of 2001 deepened during 2002 and was exacerbated by
growing geopolitical uncertainty.

CONTACT:  REGUS PLC
          Stephen Jolly, Group Communications Director
          Phone: 01932 895138


SELKIRK: Receivers Offer Operations for Sale
--------------------------------------------
The Joint Administrative Receivers, Neville Kahn and Dominic Wong, offer for
sale as a going concern the business and assets of:

(1) Selkirk Europe Limited; and

(2) Selkirk Manufacturing Limited.

Principal features of the business include:

-- Market leading manufacturer of chimneys and flues for
   industrial, commercial and domestic markets;

-- Complete range of coupler/non-coupler chimney products;

-- Consolidated turnover of GBP21 million in 2002;

-- Skilled workforce of approximately 240;

-- Operates from 85,000 sq ft freehold factory and offices in
   Banrstaple with 60,000 sq ft freehold warehouse in Mullacott;
   and

-- European sales network based in Germany, France and Italy.

CONTACT:  Ralph Paterson or Dominic Wong
          Deloitte & Touche
          Queen Anne House
          69-71 Queen Square
          Bristol BS1 4JP
          Phone: (0117) 921 1622
          Fax: (0117) 984 2706
          E-mail: rpaterson@deloitte.co.uk
                  domwong@deloitte.co.uk


STERLING PUBLISHING: Confident of Outlook Despite Difficulties
--------------------------------------------------------------
Sterling Publishing Group PLC announces its results for the year ended March
31, 2003:

-- Group turnover for the full year GBP24.7m (2002: GBP32.9m)
         -- Print media GBP18.2m  (2002: GBP28.2m)
         -- Internet GBP4.8m (2002: GBP 4.1m)
         -- Forums GBP1.0m (2002: GBPnil)
         -- Other GBP0.7m (2002: GBP0.6m)

-- Operating loss GBP(0.9)m ( 2002: profit GBP 0.6m)

-- Net debt of GBP1.9m down from GBP2.9m last year

-- Ongoing overhead reduction

Christopher Haines, Chairman of Sterling Publishing Group PLC, said: "This
has been a difficult trading year for Sterling Publishing Group as the
severe downturn in the market for advertising has continued to affect
performance, particularly in our core print media operations.

"I believe the Group has responded well to mitigate the effect of this
downturn, which has affected world markets and North America in particular.
This has been achieved by further reducing the cost base in response to
market conditions and, importantly, these actions have been undertaken
without impairing the Group's ability to take advantage of any future
improvement in trading conditions.

"We have also concentrated upon the diversification of the Group so as to
reduce the reliance on print media.  Our web publishing division has grown
in a difficult market and our new event management division, which organizes
industry specific forums, has made excellent progress.  The Group is now
considerably better balanced, with our non-print media interests accounting
for 26% of total turnover, up from 9% in 2000.  We intend to continue this
process of developing new business areas to ensure that the company can more
robustly withstand any future economic downturn.

"Our cash flow was positive with net debt reducing by GBP1.0m in the course
of the year.

"Overall, we remain extremely cautious about future prospects until there is
clearer evidence of a sustained recovery in world markets.  We are however
confident that having taken the appropriate steps to reduce costs and with a
broader portfolio of product offerings we are ready to take advantage of any
future economic upturn."

To view full results and financials:
http://bankrupt.com/misc/STERLING_PUBLISHING.htm

CONTACT:  Sterling Publishing Group PLC
          Simone Kesseler, Chief Executive
          Phone: 0207 915 9660
          Derek Watson, Finance Director
          Phone: 0207 915 9600
          Rowan Dartington
          Barrie Newton
          Phone: 01179 330010

          Hogarth Partnership Limited
          Chris Matthews
          Phone: 0207 357 9477


WILLINGTON PLC: To Reduce Working Capital, Operating Overheads
--------------------------------------------------------------
Willington Plc released this statement by Chairman R M Robinow recently:

"The better performance normally produced by the group in the second half of
the year did not materialize in 2002.  The deepening recession in
manufacturing industry in both the UK and Europe affected demand for the
group's products and services and led to greater price competition.  The
additional impact of market instability and cost pressures in certain of our
businesses combined to produce a very disappointing outcome for the year.

"In response to the effects of the prolonged recession, the group carried
out a financial review of its operations with the object of reducing working
capital and operating overheads.  Action was taken to improve the use of
cash resources with the result that the group was able to increase its cash
flow from operations to GBP2,091,000 (2001 GBP1,332,000) and reduce net debt
by GBP749,000 (2001 GBP885,000 increase).

"Our storage division has historically been the main contributor to group
profits and cash flow.  In order to improve both the medium and longer-term
benefits to shareholders we agreed to purchase the remaining 20.5 per cent
minority shareholding in our IBL subsidiary at a significant discount to
book asset value.  In 2003, we have made further reductions in the operating
overheads of our container storage business in response to a sharp fall in
revenues from the outflow of units for military use in the Gulf War.  This
exceptional event is likely to have an adverse effect on the results of the
division for 2003.

"In our distribution division, the decision was taken to change the sales
structure in our chemical business in order to obtain more focus.  I am
pleased to report that there has been a significant improvement in revenue
in the first quarter of 2003. In our rubber business the volatility in the
world rubber prices seen in 2002 now appears to have receded and, going into
2003, we have been able to make further reductions in overhead costs.

"The net carrying value of goodwill in the group balance sheet has been
reduced by some GBP1.6 million in 2002.  This reduction reflects the
discount paid for the IBL minority, an adjustment in relation to deferred
consideration in our chemical distribution business and the directors'
decision to make an exceptional write down in the goodwill of our other
distribution businesses.

"The group produced an operating profit before amortisation and exceptional
write down of goodwill of GBP317,000 (2001 GBP944,000 from continuing
operations) and a loss on ordinary activities before taxation of GBP575,000
(2001 profit GBP270,000) on a slightly lower turnover of GBP32.8m (2001
continuing operations turnover GBP34.8m).  Earnings per share and headline
earnings per share, which excludes goodwill costs, were respectively losses
of 8.21p and 0.68p per share (2001 profits of 1.13p and 3.89p).

"Since trading conditions continue to be difficult, the directors recommend
that no dividend will be paid for the year (2001 1p per share).  Recognizing
that this decision, as well as the recent performance of, and immediate
outlook for, the group, will be disappointing to shareholders, the
directors, with the support of the principal shareholders, are actively
giving consideration to ways in which shareholder value could be made more
reflective of the underlying asset value of the group, as the directors do
not believe that the current market value of the group fairly reflects this
value.  Such consideration must, however, necessarily be constrained by the
special tax constraints applicable to those shareholders who obtained
Enterprise Investment Scheme reliefs on the subscription of their shares in
the company.  Those constraints will continue to have particular relevance
until the expiry of the Enterprise Investment Scheme retention period, which
runs until the end of 2003.

"May I once again take this opportunity of recording your Board's
appreciation of the effort and commitment shown by all our employees during
the year."

To view full report and financials:
http://bankrupt.com/misc/WILLINGTON_PLC.htm


YORKSHIRE GROUP: Adverse Economic Trends Prompt Business Review
---------------------------------------------------------------
Trading has continued to be difficult since the end of April, with adverse
economic trends in Europe and the USA, and the continuing impact of SARS in
Asia.  Against this background during May and June we have implemented a
major restructuring of our U.S. and Asian operations, reducing headcount and
overhead structures, and we expect to see the benefits from this begin to
flow in the second half of 2003.  We are conducting a full review of our
European operations, which we expect to complete by the end of July 2003,
and will provide an update on the outcome of this review at the time of our
Interim Announcement.

We have made slow but significant progress on our asset disposal program,
with some transactions already announced, and others being actively pursued.
Despite difficult sales trends our focus remains on cash control and
rigorous management of working capital.

CONTACT:  YORKSHIRE GROUP PLC
          Andrew J Dick, Chief Executive
          Phone: 0113 2443111

          Nick Denton/Tom Leatherbarrow, Hogarth
          Phone: 0207 357 9477


                            *********


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

Troubled Company Reporter -- Europe is a daily newsletter co-published by
Bankruptcy Creditors' Service, Inc., Trenton, NJ USA, and Beard Group, Inc.,
Washington, DC USA.  Larri-Nil Veloso, Ma. Cristina Canson, and Laedevee
Gonzales, Editors.

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

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

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

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


                 * * * End of Transmission * * *