/raid1/www/Hosts/bankrupt/TCREUR_Public/030820.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

           Wednesday, August 20, 2003, Vol. 4, No. 164


                            Headlines


F R A N C E

ALSTOM SA: Former Head Waives, Returns Severance Received
ARIANESPACE: Flight 162 Delayed Pending Verifications


G E R M A N Y

GERLING GLOBAL: Subordinated Debt Rating Lowered to 'D'
GERLING-KONZERN: Rating Raised on Improved Balance Sheet
INFINEON TECHNOLOGIES: Enters Joint Venture with Taiwanese Firm


H U N G A R Y

MOL HUNGARIAN: New Gov't Regulation to Double Loss in Gas Arm


N E T H E R L A N D S

KONINKLIJKE AHOLD: General Shareholders Meeting Set September 4
YUKOS: Receives Nod on Proposed Merger with Sibneft


S W I T Z E R L A N D

SWISS LIFE: Standard & Poor's Places Ratings on Watch Negative
SWISS INTERNATIONAL: British Airways Denies Interest in Shares


U N I T E D   K I N G D O M

ACCIDENT GROUP: Blames HBOS for Collapse
ACCIDENT GROUP: Osmond Could Have Launched Last-minute Rescue
AES DRAX: BHP Billiton Defies Expectations, Offers No Bid
AORTECH INTERNATIONAL: Posts Mechanics for Share Consolidation
BALTIMORE TECHNOLOGIES: EGM Approves Disposal of SelectAccess

CAZENOVE: Clears Way for Directors' Discretionary Bonus
ELDRIDGE POPE: Board Rejects SDA Offer
ENRON METALS: Scheme of Arrangement Approved
H&A WINES: John Halewood Takes Firm Out of Administration
J SAINSBURY: Close to Selling Property Development Business

LEISURE GATE: Calls in Joint Administrative Receivers
LONDON CLUBS: 25-year Lease Renewal Secured on Les Ambassadeurs
MARTINDALES: Survival Efforts Fail; Liquidators Called in
MELVILLE DUNDAS: Collapse Leaves Nothing for Unsecured Creditors
MYTRAVEL GROUP: Seeks Extension of Bond Maturity

WORLD TRAVEL: Reports Disappointing 2002 Preliminary Results
WORLD TRAVEL: Voice, Data Communication Centerpiece of New Biz
WORLD TRAVEL: Future Hinges on Corporate Restructuring
WORLD TRAVEL: Former Parent Agrees to Sell Loan Stock Interest
WORLD TRAVEL: Cash Settlement with Sabre Due end-October

WORLD TRAVEL: To Consolidate Share to Complete Recapitalization
WORLD TRAVEL: Plans to Eliminate Share Premium Account
WORLD TRAVEL: Wants Amendment to Articles of Association
WORLD TRAVEL: Culver to Grant Wanbase Sufficient Working Capital
WORLD TRAVEL: Plans to Change Name to Advanced Virtual Networks


                            *********


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


ALSTOM SA: Former Head Waives, Returns Severance Received
---------------------------------------------------------
ALSTOM's recovery plan involves significant contributions from the Group's
employees, shareholders and financial partners.  In addition, the French
State has decided to give its support to the plan.  Given these exceptional
circumstances, in a letter dated August 14, 2003, Pierre Bilger, former
ALSTOM Chairman & CEO, informed the Group's Board of Directors of his
decision to waive his contractual termination entitlements, as well as any
form of remuneration due after March 11, 2003, i.e. a gross total of EUR4.1
million.  As a consequence, Pierre Bilger will repay the related sums to
ALSTOM.


ARIANESPACE: Flight 162 Delayed Pending Verifications
-----------------------------------------------------
One of the clients for Flight 162 has requested additional verifications on
its satellite payload components.  As a result, Arianespace has decided to
postpone the launch, which originally was scheduled for the night of
September 3-4 from the European Spaceport in French Guiana.

A new launch date will be provided later.

                     *****

TCR-Europe said last month Arianespace is in need of funding to revive the
launching of its Ariane 5 rocket and stay afloat amidst fierce competition
from U.S. rivals Boeing and Lockheed Martin.  The firm's 10-ton version of
Ariane 5 exploded shortly after takeoff in December.  The failure prompted
the company to say it expects losses of about EUR45 million for last year.


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


GERLING GLOBAL: Subordinated Debt Rating Lowered to 'D'
-------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its long-term debt rating
on the EUR220 million subordinated notes issued by Gerling Global Finance
Alpha B.V. and subguaranteed by Gerling-Konzern Globale Ruckversicherungs-AG
to 'D' from 'C'.  At the same time, Standard & Poor's lowered its long-term
counterparty credit rating on Gerling-Konzern Globale to 'SD' (selective
default) from 'BB'.

The rating actions are in response to Gerling Global Finance Alpha's
decision to defer the annual interest payment on its subordinated notes,
which was due on Aug. 16.  The subordinated debt rating was initially
lowered to 'C' from 'CCC' on July 3, 2003, in expectation of this (see
related media release, entitled "Gerling Global Finance Alpha's Subordinated
Debt Lowered to 'C' on Possible Interest Deferral", published on July 3,
2003, on RatingsDirect, Standard & Poor's Web-based credit analysis system).

Although the deferral of interest does not constitute an act of default
under the terms and conditions governing the notes themselves, this action
represents a constructive default under Standard & Poor's rating criteria.

As subguarantor of the notes, Gerling-Konzern Globale chose not to make good
the interest payment, despite having the wherewithal to do so, which
constitutes selective default.

"Gerling-Konzern Globale's management has in effect decided that the cash
that would ordinarily have been used to service the interest payment on the
notes that it guarantees can currently be put to better use by supporting
the orderly run-off of its obligations to policyholders," said Standard &
Poor's credit analyst Peter Grant.


GERLING-KONZERN: Rating Raised on Improved Balance Sheet
--------------------------------------------------------
Standard & Poor's Ratings Services said it raised to 'BBB-' from 'BB+' its
long-term counterparty credit and financial strength ratings on
Germany-based life insurer, Gerling-Konzern Lebensversicherungs-AG.  The
ratings were removed from CreditWatch where they were originally placed on
Oct. 29,
2002.  The outlook is developing.

"The rating action reflects Gerling-Konzern Lebensversicherungs-AG's
improved balance-sheet management, which is expected to reduce the
volatility in its capital and earnings base," said Standard & Poor's credit
analyst Joerg Ritthaler.  "The rating is further underpinned by
Gerling-Konzern Lebensversicherungs-AG's resilient business position,
whereas the company's very limited financial flexibility (defined as a
company's ability to source capital relative to its needs) remains a
negative factor."

Management is conscious of the need to replenish its depleted capital base.
Gerling-Konzern Lebensversicherungs-AG has put a number of measures in place
that are aimed to secure a good level of capitalization and to meet solvency
requirements.  These include, among others, a reduction in equity holdings
to 13% of total invested assets and the additional hedging of significant
parts of the portfolio.  The equity ratio is expected to be lowered to 10%
by the end of 2003.  In addition, Gerling-Konzern Lebensversicherungs-AG has
realized a part of its value of inforce life insurance policies in 2003
through reinsurance to shore up its weakened balance sheet.

Operating performance is expected to stabilize from 2003 onward, although at
a low level.  This mainly reflects Gerling-Konzern Lebensversicherungs-AG's
lower exposure to risk assets as well as the significant derivative
protection in place.  The positive effect on 2003 earnings as a result of
realizing future profits, however, will reverse from 2004 onward when
Gerling-Konzern Lebensversicherungs-AG starts repaying these profits.
Gerling-Konzern Lebensversicherungs-AG expects to achieve a gross profit,
before policyholder distribution and tax, of EUR480 million at year-end
2003, falling to EUR160 million in 2004 and increasing thereafter.  Despite
the ambitiousness of these targets, Standard & Poor's expects them to be
achieved.

Gerling-Konzern Lebensversicherungs-AG has taken advantage of the improved
capital markets in 2003 and reduced the hidden loss in its equity book to
EUR200 million from EUR894 million.  Overall, including unrealized gains in
the bond portfolio, Gerling-Konzern Lebensversicherungs-AG has eliminated
the EUR419 million unrealized capital losses stemming from the year 2002,
reporting net hidden asset values of EUR312 million at June 30, 2003.

Gerling-Konzern Lebensversicherungs-AG's business position has proven to be
fairly resilient despite the uncertainty surrounding the group's future,
demonstrating the value of its franchise.  Following the increase in new
business market share to 3.55% in 2002 (3.27% in 2001), Gerling-Konzern
Lebensversicherungs-AG's new business in 2003 -- measured by annualized
premiums at the end of May -- increased in line with the market by 6%
compared with the same period in 2002.

Despite good risk-based capitalization, financial flexibility remains
significantly constrained as Gerling-Konzern Lebensversicherungs-AG has
already made extensive use of available sources.

The developing outlook reflects Standard & Poor's view that there are a
variety of possible outcomes for Gerling-Konzern Lebensversicherungs-AG's
credit profile over time.

"Longer term, Gerling-Konzern Lebensversicherungs-AG's rating could be
raised if financial flexibility at the Gerling group were to improve," said
Mr. Ritthaler.  This could be the case once Gerling-Konzern Allgemeine
Versicherungs-AG's (BBB-/Watch
Pos/--) becomes able to start paying dividends to the intermediate holding
company Gerling Beteiligungs-Gesellschaft AG without sacrificing its own
capital position.  Gerling-Konzern Allgemeine Versicherungs is expected to
maintain its capitalization at a strong level following successful
completion of its EUR150.0 million capital-raising exercise.

"More immediately, the ratings on Gerling-Konzern Lebensversicherungs-AG
might be lowered if capital markets were to fall sharply again or in the
event of any other unexpected shock," said Mr. Ritthaler.  This reflects
Gerling-Konzern Lebensversicherungs-AG's currently very limited financial
flexibility, which is likely to restrain its ability to withstand such a
scenario.  In addition, failure to maintain good capitalization, or deliver
predistribution and a tax return on assets in excess of 3.5% over the short
term might lead to a downgrade.


INFINEON TECHNOLOGIES: Enters Joint Venture with Taiwanese Firm
---------------------------------------------------------------
Infineon Technologies AG (FSE/NYSE: IFX), the world's six-largest
semiconductor manufacturer, announced that it has signed an agreement with
United Epitaxy Company, Taiwan, to set up a joint venture for the
manufacturing and development of fiber optics components.  The joint venture
will be based within the existing facility of United Epitaxy Company at
Hsinchu Science-based Industrial Park in Taiwan and will be established in
October 2003.

Subject to approval by the German anti-trust authority, Infineon will hold
56% of the shares of the joint venture and United Epitaxy Company, the
remainder 44%.  The total investment over the next five years including
business start-up, manufacturing site, equipment, and other infrastructures,
amounts to approximately US$12 million and will be made according to the
shareholding ratio of the parent companies.  When operating at full capacity
of up to 100 wafer starts per week the joint venture will employ around 120
people.

The new company will integrate fiber optics technology of the two parent
companies to achieve manufacturing and development synergies. Under the
terms of the agreement, both companies will license their respective
technology to the joint venture.  In return, the new company will
manufacture in particular optochips for Infineon and United Epitaxy Company.
Both partners will assemble the optochips into high-end micro systems and
components for the market of high-speed data transmission products based on
fiber optic technology.  These products are used in telecommunication and
data communication networks.

"Taiwan is always an engine of the global IT industry.  This JV between
Infineon and United Epitaxy Company is our further recognition of Taiwan's
role in global IT industry," said Mr. Loh Kin Wah, President of Infineon
Technologies Asia Pacific Pte Ltd."  This joint venture will ensure
sufficient supply and develop the most competitive fiber optics products for
Infineon and United Epitaxy Company."

"The JV between Infineon and United Epitaxy Company, supports the Taiwan
government's policies for industry upgrading, bringing in the world's
cutting-edge optical communications technology," said Kuo-Hsin Huang,
Chairman, United Epitaxy Co. "The cooperation with Infineon is also expected
to enhance R&D and manufacturing capability at the new company because of
Infineon's global leadership in the fiber optics communications field and
United Epitaxy Company 's prowess of manufacturing."

The joint venture is scheduled to be established in October 2003; clean room
and major equipment installation is expected to be completed within the
fourth quarter of 2003 with trial production slated for the first quarter of
2004 and mass production for the fourth quarter of 2004.

About Infineon

Infineon Technologies AG, Munich, Germany, offers semiconductor and system
solutions for the automotive and industrial sectors, for applications in the
wired communications markets, secure mobile solutions as well as memory
products.  With a global presence, Infineon operates in the U.S. from San
Jose, CA, in the Asia-Pacific region from Singapore and in Japan from Tokyo.
In fiscal year 2002 (ending September), the company achieved sales of
EUR5.21 billion with about 30,400 employees worldwide. Infineon is listed on
the DAX index of the Frankfurt Stock Exchange and on the New York Stock
Exchange (ticker symbol: IFX). Further information is available at
http://www.infineon.com

About United Epitaxy Company

Founded in 1993, United Epitaxy Company, Ltd. is based in Taiwan's Hsinchu
Science-based Industrial Park, where the company has two manufacturing
sites.  It has another two sites respectively in the Tainan Science-based
Industrial Park and Chung-ho, Taipei County as well as a wholly owned
subsidiary in Wuxi, Jiangsu Province of China.  The United Epitaxy Company
is listed on the Taiwan Stock Exchange (Stock) and Luxembourg Stock Exchange
(ECB).  It's the first company in Taiwan to usher in the Metal Organic Vapor
Phase Epitaxy (MOVPE) technology, and it now has the world's largest MOVPE
manufacturing operation, with conventional LED and ultra bright AlGaInP and
InGaN LED, laser diodes, high speed infrared LED and red LED, Si detectors,
and HBT wafers as major products. United Epitaxy Company 's products are
distributed around the world.  The company keeps abreast of the world's
latest optoelectronic semiconductor technology development and has obtained,
as well as been applying for, more 150 patents around the world.  The United
Epitaxy Company website URL is http://www.uec.com.tw

                     *****

Infineon's third quarter net loss amounted to EUR116 million compared to a
net loss of EUR328 million in the previous quarter and a net loss of EUR76
million in the third quarter of the last fiscal year.

CONTACT:  INFINEON TECHNOLOGIES
          Worldwide Headquarters
          P.O. Box 80 09 49
          D-81609 Muenchen
          Germany
          Phone: +49-89-234-22404
          Fax: +49-89-234-28482
          E-mail: ralph.heinrich@infineon.com

          Investors and Analysts based in Europe please contact:
          Phone: +49-89-234 26655
          E-mail: investor.relations@infineon.com

          Investors and Analysts based in North America
          Phone: +-1-408 501 6800
          E-mail: investor.relations@infineon.com


=============
H U N G A R Y
=============


MOL HUNGARIAN: New Gov't Regulation to Double Loss in Gas Arm
-------------------------------------------------------------
MOL Hungarian Oil and Gas Company hereby announces that, following the
acceptance of the Gas Supply Act, the Hungarian Government and the Ministry
of Economy and Transport issued decrees governing the supplementary royalty
on domestic gas production.  The decrees enable MOL and the market to more
accurately forecast the financial effect of the supplementary mining royalty
on domestically produced gas.

The Gas Supply Act passed in June determined the calculation method and
starting date of payment of the supplementary royalty, as the fund necessary
for the subsidized natural gas supply.  The currently published decrees
determined the parameters necessary for the calculation of supplementary
royalty.  However, the wholesale price of natural gas has not been increased
by the justified extent.  In the half-year flash report published Thursday,
MOL gave its estimation of HUF15-20 billion for the loss of gas business in
2003.  The supplementary royalty, based on the decrees, will increase MOL's
expected losses related to its gas activities by a further HUF16-18 billion
in 2003.

The extent of profit decrease attached to supplementary royalty is
significantly higher than our earlier estimate, as the data necessary to
calculate the supplementary royalty have not been determined in line with
the form and the spirit of the amended Mining Act.  However, the affect of
the decrees on forecasted profitability in the following years remains
broadly in line with our earlier expectations.

The current wholesale price, due to high import gas price, is not sufficient
to cover the expenses of the gas business; therefore MOL initiates an
extraordinary revision of the wholesale gas price.  A fair return on the gas
business is crucial to earn the funds necessary to start investments to make
secure the medium-term gas supply of the country.


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


KONINKLIJKE AHOLD: General Shareholders Meeting Set September 4
---------------------------------------------------------------
After consultation with the VEB (Dutch Association of Securities Owners),
Ahold announces a General Shareholders' Meeting, to be held on Thursday,
September 4, 2003 at 10:00 a.m. at the Fortis Circustheater in The Hague.

The main topics of the meeting include an explanation by Ahold for the delay
in the release of consolidated 2002 financial statements as announced on
August 8, 2003, the appointment of Anders Moberg as Ahold President and
Chief Executive Officer and Hannu Ryopponen as Chief Financial Officer, and
a presentation by Anders Moberg of the main principles of Ahold's strategy
going forward.

On September 4, 2003, specific financial information on Albert Heijn and
Stop & Shop for 2000 - 2002 will be published.  This information is
unaudited pending publication of the 2002 consolidated financial statements
of Royal Ahold.  It will be found in the business segment section of the
Annual Report and Annual Report on Form 20-F.

CONTACT:  KONINKLIJKE AHOLD
          Corporate Communications
          Phone: +31 75 659 57 20


YUKOS: Receives Nod on Proposed Merger with Sibneft
---------------------------------------------------
The Russian antimonopoly regulator has given Yukos and Sibneft the green
light to complete their planned merger, according to Bluebull.

The companies submitted their petition in the beginning of June, and
furnished the required supplementary information to the Ministry in the end
of July.  The combined entity, to be named YukosSibneft, will have its new
board through cumulative voting.  Sibneft's shareholders will designate the
chairman of the new board, while Yukos' key shareholders will designate
board directors.

Key shareholders of both companies will decide on the agreement to strategic
plans, sales and acquisitions and loans.  Only in case of a disagreement
will an independent expert be called.

YukosSibneft plans to pay dividends (totaling EUR1.96 billion a year)
amounting to 40% of the firm's net earnings four times a year, which will be
calculated in virtue of GAAP, according to the report.

Shares in Yukos, which tumbled some 28% in July following the detention of
its key shareholder Platon Lebedev, were upbeat following earlier rumors
that the embattled Russian oil group might pay out higher dividends.


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


SWISS LIFE: Standard & Poor's Places Ratings on Watch Negative
--------------------------------------------------------------
Standard & Poor's Ratings Services said it placed its 'BBB' long-term
counterparty credit and insurer financial strength ratings on Swiss Life
(U.K.) PLC, a wholly owned subsidiary of Swiss Life/Schweizerische
Lebensversicherungs- und
Rentenanstalt AG (Swiss Life; A-/Negative/--), on Credit Watch with negative
implications.  This follows the announcement that Swiss Life (U.K.) is to
sell its group income protection business and the renewal rights to the
group life and critical illness business to U.S.-based Unum Provident Corp.
(BBB-/Negative/A-3).  The deal is still subject to regulatory approval.

"The Credit Watch placement reflects that Swiss Life (U.K.) will be
effectively left with the run-off of its closed book of individual business
once the transaction is completed," said Standard & Poor's credit analyst
Liddi Rau.  It is expected that the ratings on Swiss Life (U.K.) will be
withdrawn once the transaction is completed.

Standard & Poor's will meet with the management of Swiss Life (U.K.) in the
coming weeks to discuss the company's financial profile as an insurer in
run-off.  It is Standard & Poor's current expectation that Swiss Life, as
the parent, will ensure that the run-off will proceed in an orderly manner.


SWISS INTERNATIONAL: British Airways Denies Interest in Shares
--------------------------------------------------------------
A spokeswoman for British Airways PLC denied reports the troubled airline is
eyeing a major stake in equally troubled Swiss International Air Lines Ltd.,
Dow Jones Newswires reported Monday.

The unnamed spokeswoman said the airline is "not actively seeking to invest
in Swiss."  She said British Airways is currently focusing on fixing its
core business, which was recently hit by a wildcat strike of its ground
staff at Heathrow over the imposition of electronic clocking-in swipe cards.
It was said that the airline faces GBP40 million bill as a result of lost
revenue from the dispute.

TCR-Europe earlier reported that Swiss International's Andre Dose and
British Airways' Rod Eddington are to hold talks regarding a potential
cooperation leading to the Swiss carrier's membership in OneWorld global
airline alliance.  The parties are discussing a possible bilateral deal that
would concern code-sharing, selling seats on each other's flights, as well
as collaboration on frequent flyer programs and the sharing of facilities
such as airport lounges.  British Airways' spokeswoman confirmed that such
talks have been held, although she did not elaborate on the issue.

Meanwhile, Swiss's board member, Walter Bosch, said in a radio interview
that joining the alliance is one of the options that Swiss International Air
Lines' board will discuss when it meets.  Other options include merging
operations with Deutsche Lufthansa AG and flying on its own, he added.

Swiss is seeking to draw up a rescue plan in the wake of continuing heavy
losses.


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


ACCIDENT GROUP: Blames HBOS for Collapse
----------------------------------------
The Accident Group Chairman and Founder Mark Langford is blaming HBOS for
the collapse of the personal injury claims firm, according to The Telegraph.

Mr. Langford said HBOS drove the company into financial break down after it
pulled out of a joint venture agreement and refused to make a GBP4.5 million
payment for "outstanding monies due the company."  He is claiming that the
firm would have been able to meet staff salaries for May had HBOS delivered
the money.

According to him, HBOS was drafted to the principal bank in the firm's
restructuring because Morgan Stanley was taking too long to decide.  Morgan
Stanley was to provide GBP500 million of banking funds and South African
private equity firm Capricorn the insurance for a son-of-TAG.

Sought for comments, an unnamed HBOS spokesman told The Telegraph: "We were
made the most general of approaches but were never provided details of the
plan."  He said the lack of guarantee that they would be used for future
claims was the reason for the withdrawal.  HBOS provided loans that were
used to take out the insurance policies required to cover the claimants'
legal costs.

Mr. Langford suggested in a letter made after the firm's collapse into
administration that HBOS knew of the plan as its retail director Peter
Jackson was even set to met Faisal Rahmatallah, a Capricorn representative,
who is party to the restructuring scheme, on May 23.

He also reminded Mr. Jackson: "You confirmed [on May 23] that you would
forward the outstanding monies once you got clearance from your lawyers that
they represented a debt due the company.  You telephoned that evening to
confirm the monies would be sent."

HBOS denied the allegations.  The Accident Group called in administrators
May 30.


ACCIDENT GROUP: Osmond Could Have Launched Last-minute Rescue
-------------------------------------------------------------
Hugh Osmond, the financier and Pizza Express entrepreneur, had considered
investing in The Accident Group months prior its fall into administration,
the founder and chairman of the personal injury claims firm said.

The Telegraph cited Mark Langford, saying Mr. Osmond's Sun Capital
investment vehicle, together with South African private equity firm
Capricorn, was in negotiations with The Accident Group "from about June
2002" regarding a possible refinancing.
Mr. Osmond admitted having looked into a possible investment in the firm,
but said it lost interest on the due diligence process.

Michael Horrocks of PricewaterhouseCoopers, The Accident Group's
administrators, said of the deal that might have rescued the company: "In
November 2002 a deal was struck but various things came out in the due
diligence."

According to the report, Mr. Osmond insisted that his restructuring package
was not a corporate rescue.  Mr. Langford, on the other hand, denied
receiving hints the reason for the withdrawal was that his firm was trading
"insolvently."


AES DRAX: BHP Billiton Defies Expectations, Offers No Bid
---------------------------------------------------------
Mining company, BHP Billiton, did not make a bid for ailing Yorkshire-based
coal-fired power plant AES Drax on Monday as widely expected, according to
the Telegraph.  The group was earlier expected to argue that, as one of the
leading suppliers of low-cost coal, it would be the best commercial partner
for Drax.

The failure of the offer to materialize increases the pressure on Drax's two
independent directors Gordon Horsfield and Gerald Wingrove to choose between
competing offers of International Power and Goldman Sachs to restructure the
plant.  The report said sources close to the bidding process expect the
directors to recommend which of the bidders should be granted exclusivity.

Goldman Sachs has offered GBP130 million for 21% of Drax's GBP1.3 billion
debt for an almost 25% stake in the restructured business.  The offer, which
tops International Power's GBP80 million bid, values the Yorkshire-base
power plant at GBP700 million.  International Power promised an offer worth
about GBP80 million, and 55p in the pound for debt in return for up to 36%
of Drax.

AES' creditors and board are expected to hold meetings on the way to coming
up a decision by Friday's deadline.


AORTECH INTERNATIONAL: Posts Mechanics for Share Consolidation
--------------------------------------------------------------
Aortech International plc announces that following the passing of the
relevant resolution at its AGM held on August 13, 2003, it proposes to
proceed with the consolidation of its ordinary shares of 25p each into
ordinary shares of GBP2.50 each as:  Every ten issued ordinary shares of 25p
each will be consolidated into one ordinary share of GBP2.50 each.

Application will be made for the consolidated shares to be admitted to
trading on AIM.  The record date will be August 29, 2003 with dealings
commencing on AIM in the consolidated shares on September 1, 2003.
Fractional entitlements will not be issued but will be sold in the market on
behalf of entitled shareholders.

It is expected that new share certificates, which will replace existing
certificates will be posted to shareholders during the week commencing
September 1, 2003.  Existing share certificates will cease to be valid with
effect from that date.


BALTIMORE TECHNOLOGIES: EGM Approves Disposal of SelectAccess
-------------------------------------------------------------
Baltimore Technologies plc (London: BLM), a global leader in e-security,
announced that at its Extraordinary General Meeting held in London,
regarding the proposed disposal of the SelectAccess Business, all
resolutions were passed.

The Board currently anticipates that the disposal will complete during
September, subject to the remaining closing conditions being satisfied.

Votes received in respect of the resolutions were as follows:

                     For           Against           Abstain

Resolution 1     6,353,483            20,536            10,596

Resolution 2     5,917,244           443,767            14,604

About Baltimore Technologies

Baltimore Technologies' products, services and solutions solve the
fundamental security and trust needs of e-business.

Baltimore's e-security technology gives companies the necessary tools to
verify the identity of who they are doing business with and securely manage
which resources and information users can access on open networks.  Many of
the world's leading organizations use Baltimore's e-security technology to
conduct business more efficiently and cost effectively over the Internet and
wireless networks.  Baltimore also offers worldwide support for its
authorization management and public key-based authentication systems.
Baltimore's products and services are sold directly and through its
worldwide partner network, Baltimore TrustedWorld.  Baltimore Technologies
is a public company, trading on London (BLM). For more information on
Baltimore Technologies please visit http://www.Baltimore.com

CONTACT:  BALTIMORE TECHNOLOGIES PLC
          Nick Bastin
          Smithfield Financial
          Phone: +44 207 903 0633

          SMITHFIELD FINANCIAL
          Will Swan
          Phone: +44 207 903 0647


CAZENOVE: Clears Way for Directors' Discretionary Bonus
-------------------------------------------------------
Cazenove's remuneration committee, chaired by former Marconi Chairman Sir
Roger Hurn, has decided to drop a key performance target that could pave the
way for the installation of a discretionary bonus pool for the company's
senior staff, the Telegraph reported citing the company's annual report.

The decision, which follows a review of the company's pay arrangements
carried out with the help of Ernst & Young, could benefit around 200 senior
staff, who have the title of "director" or "managing director."

The discretionary bonus pool is composed of cash and shares that come with a
profit share scheme offered to all the broker's 1,058 staff.  The scheme is
understood to be aimed at ensuring that the bank has the flexibility to
compete for talented staff in the City, according to the report.

Cazenove dropped its discretionary bonus, and cut its dividend from 15p to
6p this year as profits slump.  It also froze directors' basic salaries at
GBP125,000.

In July, it emerged that Cazenove's profits before tax and exceptional items
for the year to end-April were down 77% to GBP14 million, fueling even more
speculations it could consider selling itself.


ELDRIDGE POPE: Board Rejects SDA Offer
--------------------------------------
The Board of Eldrigde Pope has written to Shareholders with regard to the
Tender Offer announced by PricewaterhouseCoopers on behalf of SDA Limited on
August 7, 2003.

Set out below is the full text of that letter.

'Dear Shareholder,

Do not accept the Tender Offer by SDA

I am writing to explain why the Board recommends that Shareholders should
take no action in respect of the Tender Offer.

On August 7, 2003, PricewaterhouseCoopers on behalf of SDA, a company which
is ultimately wholly owned by Michael Cannon, announced an unsolicited
Tender Offer to acquire up to 19.31 %of the Ordinary Shares of Eldridge
Pope.  If the Tender Offer is fully successful Michael Cannon and SDA will
in aggregate control 29.99 %of the Ordinary Shares in your Company, the
maximum shareholding allowable under the Takeover Code without making an
offer for the whole of the issued share capital of the Company.  The Board
believes that the Tender Offer is an opportunistic attempt to secure
significant influence over the Company without paying an appropriate control
premium and without offering a full exit to all Shareholders.

Since the Tender Offer was announced, the Board has sought clarification
from Michael Cannon as to his intentions with regard to his shareholding in
Eldridge Pope.  However, Michael Cannon has declined to provide any guidance
on his future intentions and he has not explained his reasons for taking
this course of action. T he Board believes that the creation of a
potentially influential shareholder whose long-term intentions are unclear
is not in the best interests of Shareholders.

Why you should not accept the Tender Offer

The Board has serious concerns over the implications for your Company should
Michael Cannon be successful in his Tender Offer and gain an influential
shareholding in your Company.

(a) The announcement of the Tender Offer and the document sent to
Shareholders give no indication as to Michael Cannon's intentions with
regard to Eldridge Pope.  Despite your Board's attempt to seek clarification
on this issue in order to provide appropriate guidance to Shareholders,
Michael Cannon has declined to provide any information on his future plans.

(b) If the Tender Offer is fully successful, Michael Cannon may use his
shareholding to exert significant influence over the future actions of the
Company, for example by blocking shareholder resolutions requiring 75%
approval.

(c) Michael Cannon would also be in a position to influence and potentially
to frustrate any future offer for the Company.

(d) The Tender Offer and accompanying press commentary has distracted the
focus of the new senior management team during a key trading period for the
Company.  The new senior management team has recently seen the benefits of
raised morale and improved levels of motivation.  The uncertainty at
Eldridge Pope generated by further press speculation is damaging to such
progress.

(e) If Michael Cannon wishes to exert significant influence over the Company
the Board believes a full offer to all Shareholders should be made at an
appropriate price.

In addition, the Board believes that the Tender Offer undervalues the
Company's pub assets and its long-term prospects and is an opportunistic
attempt to acquire a significant shareholding without paying an appropriate
premium.

(f) The Tender Offer price of 165 pence per Ordinary Share represents a
premium of only 6.8% over the mid-market price of 154.5 pence per Eldridge
Pope Ordinary Share at close of business on 6 August 2003, the last day
prior to the announcement of the Tender Offer, and is at a discount to the
mid-market price of 167.5 pence per Ordinary Share at close of business on
August 15, 2003, the latest practicable date prior to this letter.

(g) Michael Cannon has taken the opportunity of launching a Tender Offer at
a time when Eldridge Pope's share price has suffered from recent trading
underperformance.  On June 26, 2003 the Board announced a new senior
management team and a recovery plan designed to restore trading performance
and release additional value for the benefit of all Shareholders.  To the
extent that Shareholders accept the Tender Offer they will not be able to
participate in a potential recovery.

(h) The Board believes that Michael Cannon is seeking to obtain influence
over the Company without providing a full exit to all Shareholders.

Update on strategy

Notwithstanding the disruptive effects of the Tender Offer, the Board is
focused on its 'back to basics' operational and financial recovery plan as
announced with the interim results on June 26, 2003.  This followed a period
of merger discussions, during which the Board fully explored whether it
would be in the best interests of Shareholders and the business to be part
of a larger group.

As announced on June 26, 2003, these discussions did not, in the opinion of
the Board, result in an offer for the Company that adequately reflected the
inherent value of its pub portfolio and the longer-term recovery prospects
of the business.

The 'back to basics' plan has the following key features:

(a) Debt reduction through the disposal of selected properties and curtailed
investment

(b) Reduced exposure to the leasehold market

(c) Reduction in direct overheads, with a flatter management structure

(d) Simplified business with a clearer focus on effective pub retailing
skills

(e) Emphasis on local solutions for local markets

Progress has already been made implementing this strategy:

(a) The Company is in discussions with parties regarding the disposal of 29
sites, the majority of which are leasehold.  The Board anticipates that the
majority of these disposals will exchange by the end of the financial year.
Taken in aggregate, these sites generated operating losses of approximately
GBP690,000 in the 10 months to July 2003.

(b) Progress has also been made in reducing head office overhead costs to
create a flatter management structure.

(c) The Board remains confident that the execution of the 'back to basics'
plan is the best available option for the enhancement of longer term
Shareholder value through the restoration of profitability across the pub
portfolio and the reduction of debt.  The Board remains committed to
realizing the underlying value of the Company's pub portfolio for the
benefit of all Shareholders.

Current trading and prospects

The Board believes that the 'back to basics' strategy is beginning to
galvanize a recovery, particularly at the Group's Inns and Pubs divisions
which posted like-for-like sales performances of +0.4 %and -3.5
%respectively, in the 17 weeks of the second half to 2 August, up from -6.3
%and -9.9 %respectively, in the first half.

Trading in the Bars division, which includes Toad, continues to be tough as
customers tend to shun town center venues in the hot weather.  Consequently,
for the Group as a whole, like-for-like sales performance in the 17 weeks of
the second half to August 2, shows a 5.3% decline compared to a 9.6% decline
in the first half.

Once underperforming sites have been turned around or sold, overheads
reduced and operational disciplines tightened, the Board believes that the
Company will be well positioned to benefit from increased levels of
profitability and operating cash generation in the next financial year and
beyond.

The Company continues to enjoy strong asset backing with net asset value per
share as at April 5, 2003 of 255 pence per share.  In the first half of the
current financial year net debt was reduced by GBP8.0 million to GBP44.8
million, the Directors believe that net debt will show a further reduction
by the end of the current financial year.

Recommendation

Your Board believes that the Tender Offer undervalues your Company and is an
opportunistic attempt to obtain significant influence over your Company
without paying an appropriate premium.

Your Board has received financial advice from Dresdner Kleinwort Wasserstein
and, in giving that financial advice, Dresdner Kleinwort Wasserstein has
placed reliance on the Directors' commercial assessments.

Your Board considers that the Tender Offer is not in the best interests of
Shareholders as a whole and unanimously recommends that Shareholders take no
action and do not accept the Tender Offer.  The Directors and their
immediate family will therefore not be accepting the Tender Offer in respect
of any of their holdings.'

CONTACT:  ELDRIDGE POPE
          Susan Barratt
          Phone: 01305 251251

          THE COMMUNICATIONS GROUP PLC
          Michael Holmes/Daniel de Belder
          Phone: 020 7630 1411


ENRON METALS: Scheme of Arrangement Approved
--------------------------------------------
In the High Court of Justice Chancery Division Companies Court
Nos. 2870 of 2003

In the matter of Enron Metals & Commodity Limited (In Administration and
Scheme of Arrangement) and in the matter of the Companies Act 1985

Notice is hereby given that by an Order dates July 8, 2003 Made in the High
Court of Justice in the above matters by Mr. Justice Lindsay, the Scheme of
Arrangement between Enron Metals & Commodity Limited (in Administration) and
its Scheme Creditors (as therein defined), which was sent to persons
believed to be Scheme Creditors of the company on or shortly after May 8,
2003, was sanctioned without modification, pursuant to Section 425 of the
Companies Act 1985.

A copy of the Scheme was delivered for registration to the Registrar of
Companies under Section 428(3) of the 1986 Act on July 9,2003.  Accordingly,
for the purposes of the Scheme the Effective Date is July 10, 2003.

Under the terms of the Scheme M. J. A. Jervis, D. M. Ghosh, S. A. Pearson
and A. V. Lomas  c/o PricewaterhouseCoopers LLP of Plumtree Court, London,
Ec4A 4HT (ref: MJA/EMCL) were appointed the Scheme Supervisors.

All persons who claim to be creditors of the Company must notify the Scheme
Supervisors of their interest by submitting a Notice of Claim on or before
the Bar Date of August 26, 2003.  This is not withstanding the fact that
they may have given earlier notification of claim.

CONTACT:  M. J. A. JERVIS, Joint Supervisor
          PricewaterhouseCoopers LLP
          Plumtree Court
          London EC4A 4HT
          (Ref: MJA/EMCL)


H&A WINES: John Halewood Takes Firm Out of Administration
---------------------------------------------------------
Drinks millionaire, John Halewood, has acquired Britain's largest maker of
miniature wine and spirit bottles, rescuing it after five months of
administration.

The acquisition, which was made by Halewood's buyout vehicle, H&A Prestige
Packaging, includes the firm's contract bottling, drinks gifts packs and
specialty drinks division, which makes the Aussie Whites fortified wine,
according to U.K.'s The Scotsman.  The business is expected to be merged
into Mr. Halewood's Merseyside drinks distributor, Halewood International,
which makes drinks including Red Square and Lambrini.

H&A Wines & Spirits, of Chorley, Lancashire, ran into financial trouble this
year because of the drop in air travel after the September 11 terrorist
attacks.  Administrators Menzies Corporate Restructuring were called in
afterwards.

The firm bottles about 60 million units of wines and spirits a year, many of
which end up on airline drinks trolleys.  It also produces Sidekick
shooters, which are popular with young drinkers, and supplies gift packs to
retailers for the Christmas season.

Two-thirds of its 150 employees will retain their jobs.


J SAINSBURY: Close to Selling Property Development Business
-----------------------------------------------------------
J Sainsbury could soon announce the sale of its property development arm, an
asset it put on the block six months ago as part of a drive to sell off
non-core businesses.

The supermarket group is reportedly close to entering exclusive talks for
the sale of the GBP180 million business with a consortium consisting of
property vehicle Catalyst, Schroder Investment Management and Deutsche
Bank's asset management arm, according to UTV.

Chief Executive Sir Peter Davis is understood to have considered the
business, which has developed more than 3.5 million sq. ft. of mainly retail
sites since its foundation in 1993, as too capital intensive, and the
projects were too long-term, the report said.

J. Sainsbury, which suffers from tough competition with rivals Tesco and
U.S.-owned Asda, is expected to use the proceeds of the sale to either repay
some of Sainsbury's GBP1.4 billion debt or be reinvested in the group's
supermarkets.  A spokeswoman for Sainsbury's declined to comment, according
to the report.  The consortium's offer is backed by banking group HBOS.


LEISURE GATE: Calls in Joint Administrative Receivers
-----------------------------------------------------
LEISURE GATE LIMITED
Registered number: 02753594

Trading name: ELEPHANT & CASTLE SUPERBOWL,
              ORPINGTON SUPERBOWL, SUTTON SUPERBOWL

Nature of business: Other recreational activities n.e.c.

Trade classification: 9272

Date of appointment of Joint Administrative Receivers: July 23, 2003

Name of appointer: The Royal Bank of Scotland plc

CONTACT:  G. P. ROWLEY and S. P. BOWER
          Joint Administrative Receivers
         (office holder nos. 8919 and 8338) of RSM Robson
          Rhodes LLP, 186 City Road, London, EC1V 2NU


LONDON CLUBS: 25-year Lease Renewal Secured on Les Ambassadeurs
---------------------------------------------------------------
The Directors of London Clubs International are pleased to announce that the
Crown Estate has granted a new 25-year lease for the private casino club,
Les Ambassadeurs at 5/6 Hamilton Place, Park Lane, to LCI at a rent of
GBP1.4 million per annum.

The 18,500 sq. ft. club, which provides a casino, restaurant and private
function room frequented by an international clientele, was previously held
on a long lease that was due to expire in April 2004.  Both The Crown Estate
and London Clubs were keen to secure the future of Les Ambassadeurs and
accordingly a new lease has been granted to run from April 2003.  Les
Ambassadeurs will undergo a GBP2 million refurbishment as part of the deal.

Barry Hardy, Chief Operating Officer of London Clubs said: "We have always
had an excellent relationship with our landlords, The Crown Estate, and I am
delighted that we have now completed the renewal of the lease for our
flagship casino."

Commenting on behalf of The Crown Estate, Elspeth Miller, said: "Les
Ambassadeurs is an important customer of The Crown Estate and we are
delighted to secure its long term future and their investment in this
important asset."

CONTACT:  LONDON CLUBS INTERNATIONAL
          Phone: 020 7518 0000
          Barry Hardy, Chief Operating Officer
          Linda Lillis, Finance Director

          COLLEGE HILL
          Phone: 020 7457 2020
          Justine Warren


MARTINDALES: Survival Efforts Fail; Liquidators Called in
---------------------------------------------------------
Fuel distribution and property maintenance group Martindales has gone into
liquidation following sell-offs meant to safeguard the future of its 300
workers.  Online news agency Daily Post reported Thursday that the
Merseyside company left a long list of creditors waiting to be paid, as
Liverpool accountant PKF was called in to handle the liquidation.  A
creditors' meeting has been arranged for August 22 at the Adelphi Hotel.

A Martindales spokesman said: "The final outcome for creditors has not yet
been confirmed, but the directors are optimistic that the determined efforts
of recent weeks will have paid off in terms of ensuring the best possible
settlement."

It is hoped that "up to 50p in the pound" can be paid to creditors.

Martindales revealed in June it was in talks to sell off the different
divisions of the 118-year-old business to ensure its survival.  It recently
completed the break-up with the sale of its last remaining division,
building services.

Established in 1884, the firm employs 300 people and boasts British Nuclear
Fuels, Natwest Bank and Liverpool insurance firm Royal & SunAlliance among
its list of clients.  Based in Liverpool, Martindales also has offices in
Runcorn, Manchester, Leeds and Llandudno.  Their services range from fuel
distribution to mechanical and electrical installation, industrial fitting
out and refurbishment and building maintenance.


MELVILLE DUNDAS: Collapse Leaves Nothing for Unsecured Creditors
----------------------------------------------------------------
Ernst & Young, receiver of collapsed builder Melville Dundas, said unsecured
lenders have nothing to recover from their combined GBP36 million in
credits, according to The Herald.

The report cited joint receiver Colin Dempster telling about 20
sub-contractors and suppliers in a meeting in Renfrew "there is no prospect
of the unsecured creditors getting anything."  "They're just too far down
the creditor list," he said.  Melville Dundas has 1,775 unsecured creditors
earlier this year.

Most of the remains of the company went to banks, as secured creditors,
along with the Inland Revenue and Customs & Excise.  Bank of Scotland was
owed GBP13 million.  It is likely to recover "about half," of its money
according to a source.

Unsecured creditors of the company include Glasgow-based suspended-ceiling
specialist Soundex, which is owed GBP30,000, and Ivy Contract, with
GBP150,000 in claims.

There also was little hope regarding a possible investigation on the
management's role in the collapse of one of Scotland's largest privately
owned construction companies.  Creditors motioned for a liquidator's inquiry
but ruled it out later on account of the price.

Mr. Dempster said a report would go to the Department of Trade and Industry
in November, but it was too early to say if an investigation would result,
according to the report.

Melville's troubles started after it emerged that it had a
multi-million-pound black hole in its accounts as a result of overstatement
in the value of contracts.

The Lighthouse building in Mitchell Street had been demanding a GBP1.9
million payment from the builder on allegations that it incurred additional
costs on the delays of its project.

The company had shed but nine of its 300 staff, according to Mr. Dempster.


MYTRAVEL GROUP: Seeks Extension of Bond Maturity
------------------------------------------------
MyTravel Group plc announces that it has posted a circular to holders of
GBP221.6 million of Convertible Bonds (being the outstanding principal
amount of the company's GBP300 million 5.75% subordinated convertible bonds
due 2004) setting out terms of the formal proposal to Bondholders for the
extension of the maturity of the Bonds.

The terms of the proposal to Bondholders are the same as those announced in
principle on August 1, 2003 (set out below).  MyTravel has received
non-binding letters of intention from holders of Bonds to vote in favor of
the resolution being put to Bondholders in respect of 66% of the outstanding
Bonds.

The terms of the proposal to Bondholders have now been approved by the
necessary majority of the banks and other creditors with which the company
agreed the GBP1.3 billion refinancing announced on June 6, 2003.

MyTravel has also posted an update circular to shareholders, including a
summary of the terms of the formal proposal to Bondholders, a copy of which
is attached to this announcement.  No action is required by shareholders.

The Bondholders meeting to consider, and if thought fit approve the proposal
is set for September 15, 2003.

To view full report:
http://bankrupt.com/misc/MYTRAVEL_GROUP_SHAREHOLDER_UPDATE_CIRCULAR.htm

CONTACT:  MYTRAVEL GROUP
          Brunswick
          Phone: 020 7404 5959
          Sophie Fitton
          Roderick Cameron


WORLD TRAVEL: Reports Disappointing 2002 Preliminary Results
------------------------------------------------------------
It is disappointing to have to report a further, albeit substantially
reduced, loss of GBP1.36 million before and after taxation (2001 - GBP12.62
million) on turnover of GBP1.97 million (2001 - GBP2.10 million).  Gross
sales were slightly down at GBP21.6 million (2001 - GBP23.7 million)
reflecting the poor performance in and subsequent withdrawal from the U.S.
market.

The loss per share for the period was 2.08p (2001: 19.21p).  The Directors
are not declaring a dividend.

The operating loss before goodwill impairment was reduced to GBP1.56 million
from GBP7.80 million and after taking into account profits and losses on the
disposal of fixed assets and discontinued operations there was a surplus
before goodwill impairment of GBP350,000 (2001 - GBP8.1 million loss).

As you may recall, the first six months of 2002 were very encouraging for
the Group and led the Directors to believe that the Group was well on the
way to sustainable profitability.  Unfortunately, soon after that, sales in
the U.S. started to deteriorate and the Group's U.S. subsidiary, Travac USA
Inc, became unprofitable.  By December, with the war in Iraq looming, it was
decided that there was no realistic chance of that business being restored
to profitability in the short term and it was decided to withdraw from the
U.S. market.

The remaining market in which the Group operated has also been depressed in
the current year.  In particular, the substantial seasonal upturn, which
usually occurs in January did not materialize with its usual significance.

To View Full Report and Financials:
http://bankrupt.com/misc/WORLD_TRAVEL.htm


WORLD TRAVEL: Voice, Data Communication Centerpiece of New Biz
--------------------------------------------------------------
Since [January], the effects of the war in Iraq and the SARS epidemic
produced a climate within which the Group traded at levels significantly
below expectations.  This lead to constraints on the Group's cash resources,
which in turn caused the termination of relationships with a number of the
Group's distribution channels.

As a result, the Directors concluded that it would not be possible for the
Group to be profitable, as previously anticipated, in the current year and
they decided in January, that in the absence of a further fund-raising, the
Group would have had to cease trading.

Since then a new management team has been attempting to raise new equity
finance to support a new strategy for the Group in the travel industry.
Regrettably this has not succeeded.  We have now been faced with the choice
of allowing the company to fail or to change direction and try to rebuild
the company in markets with a greater margin and, in our view, more
potential. Accordingly, Tony Prior resigned from the Board on July 31, 2003
and we have taken the steps detailed below to come to terms with the
company's creditors, commence the reorganization of the capital structure
and acquire a very small and loss making technology company from Culver
Holdings plc (Culver), our former parent, of which Bruce Fireman and I are
also directors.  Your board hopes that these steps will enable the company
to build a successful business in the voice and data communications
business.

It will, however, be necessary to raise further capital to fund the commuted
claims of creditors and provide working capital for the future.  This must
be completed by October 31 or the company will fail.

To View Full Report and Financials:
http://bankrupt.com/misc/WORLD_TRAVEL.htm


WORLD TRAVEL: Future Hinges on Corporate Restructuring
------------------------------------------------------
As announced on January 9, 2003, the business of Travac USA Inc was
discontinued at the end of 2002 after the Board had concluded that the
potential for future profitability in the current political and economic
climate in the United States did not warrant further investment.  Following
the closure of Travac USA Inc, and in order to secure the business of
flights.com in the U.S. market, the company also disposed at the end of 2002
of a 50% interest in the URL www.flights.com  and granted sole U.S.
distribution rights for that brand to a joint venture company, TISS.com,
Inc. in which the Group had a 49% shareholding.

On April 17, 2003, the company sold its interest in Netfaresonline.com Inc
('NFO') to Logiciels OpenFares Inc., a Canadian software development
company, for a cash consideration of CND$450,000.  Of this amount,
CND$112,500 was paid to the chairman of NFO, as previously agreed, in
exchange for his waiving any salary entitlement, leaving proceeds of
CND$337,500, of which CND$23,500 may be due to Softvoyage Inc. by virtue of
its preferred shareholder status in 3053787 Nova Scotia Limited.

Following the company's decision to reduce its dependence on airline
ticketing, it made two acquisitions in October and November 2002.  The first
was LeisureHunt.com Limited, which was acquired for a consideration
satisfied by the issue of 70 million Ordinary Shares.  Shortly after the
acquisition of LeisureHunt, the company acquired Select Line Holidays
Limited and Select Travel International Limited for a consideration
satisfied by the issue of 80 million Ordinary Shares.  Select Line was a
promoter of travel offers through national and regional newspapers in
Britain, providing breaks, flight and accommodation offers. At the time of
the acquisitions, the intention was to integrate these businesses with those
of the
Group to provide it with additional cross-selling opportunities.

For a short time following completion, LeisureHunt performed to the Board's
expectations but unfortunately, this did not happen with Select Line.  Given
the poor financial state of Select Line revealed following completion, the
Board decided not to integrate its operations with the Group's existing
businesses and both the Select Line companies have been put into
liquidation.

As announced on June 16, 2003, Deckchair.com and LeisureHunt.com, together
with their associated trade marks and customer databases, have been sold by
the Group's affiliate International Travel Agents Link Limited and the funds
received used for that company's working capital.

The Group sold its remaining interest in the URL
www.flights.com and its minority interest in TISS.com, Inc for GBP125,000 on
June 23, 2003 which was used to reduce the secured loan due to Culver.

As a base for the future development of the company agreement has been
reached with Culver for the acquisition, conditional on shareholders'
approval of the reorganization of the capital structure of the company, of
the entire share capital of its wholly owned subsidiary, Wanbase Limited for
a cash consideration of GBP1,000.

If shareholders do not approve the reconstruction then this purchase will
not be completed, and the company will not be able to satisfy the agreements
with creditors referred to below and will be liquidated.

To View Full Report and Financials:
http://bankrupt.com/misc/WORLD_TRAVEL.htm


WORLD TRAVEL: Former Parent Agrees to Sell Loan Stock Interest
--------------------------------------------------------------
As at December 31, 2002, the Group had a number of long outstanding creditor
balances, principally with firms providing professional advice and services,
totaling GBP858,405.  The company has successfully negotiated a reduced cash
settlement in respect of these balances with these creditors, conditional on
payment by October 31, 2003, of 10p per GBP1 previously outstanding.  The
overall effect of these agreements, if implemented at December 31, 2002,
would have been to reduce these creditor balances by GBP772,564.

Between June and August 2003 the company agreed with trade creditors
totaling GBP327,369, a settlement of 20p in per GBP1 previously outstanding,
conditional on payment being made by October 31, 2003.

As at December 31, 2002, the company was indebted to its loan stockholders
in the sum of GBP787,378 (GBP487,378 of which was due to Culver) and
separately to Culver in the sum of approximately GBP300,000.  This amount of
GBP300,000 was the subject of a conditional agreement entered into between
the company and Culver on April 16, 2002 whereby Culver undertook to grant a
secured loan to World Travel to provide the Group with sufficient working
capital following the lengthened credit card clearance periods imposed on
the Group after the events of September 11, 2001.  This secured loan carries
an interest rate of 2% over base rate subject to a minimum of 6% and is
repayable in four equal payments during 2004 and, together with all other
amounts due to Culver, is secured by way of fixed and floating charges over
the Group.  The making of this loan was conditional upon the sale by Culver
to investors of not less than 16 million Ordinary Shares in World Travel and
GBP300,000 nominal of loan stock in Aerotech Europe Limited, a subsidiary of
World Travel.  This GBP300,000 of loan stock, sold to investors, was
subsequently substituted by loan stock of the company, rather than a
subsidiary, and is guaranteed as to both interest and principal by Culver.

As a result of using the proceeds of disposals made by the company to reduce
the loan outstanding, the balance due to Culver at August 11, 2003 was
GBP192,570.

Culver has agreed, conditional on the passing of the various resolutions to
be proposed at the AGM, to dispose of its interest in the loan stock.

In settlement of the loan stock the holders have agreed to accept Shares
with an aggregate value of GBP787,378 at the Issue Price.  Culver has
granted the respective holders of the GBP300,000 of loan stock guaranteed by
them an option to put the shares issued on Culver on terms corresponding to
the terms of the guarantee.

To View Full Report and Financials:
http://bankrupt.com/misc/WORLD_TRAVEL.htm


WORLD TRAVEL: Cash Settlement with Sabre Due end-October
--------------------------------------------------------
The company is involved in litigation with Sabre U.K. Marketing Limited.  In
August 2002, Sabre issued proceedings against the company for, inter alia,
sums to which it claimed entitlement under a master services agreement
('MSA') and damages which in total, it was claimed, amounted to
approximately GBP964,440.  The company issued a defense and made a
counterclaim in respect of Sabre's repudiation of the MSA and
pre-contractual misrepresentation, for a sum exceeding GBP500,000.  The
matter was listed for hearing at the High Court in July 2003.  On July 5,
2003, the company agreed a settlement with Sabre, in full and final
settlement of all claims, and, subject to payment being made by October 31,
2003, of GBP192,888 (inclusive of all costs).

To View Full Report and Financials:
http://bankrupt.com/misc/WORLD_TRAVEL.htm


WORLD TRAVEL: To Consolidate Share to Complete Recapitalization
---------------------------------------------------------------
At present, the nominal value of the ordinary shares (Existing Ordinary
Shares) is 1p each, compared to the mid-market price of 0.3p of an Existing
Ordinary Share at the time the shares were suspended on July 1, 2003, being
the latest practicable dealing date prior to the posting of this document.
Since the
Companies Act 1985 does not permit a company to issue shares at a price less
than their nominal value and as the board believes that it will be necessary
to issue more shares to complete the recapitalization of the company, it is
intended to effect a share consolidation.  The Share Consolidation will
change the nominal value of an Ordinary Share and will reduce the number of
shares that will otherwise be in issue by a factor of 20.  The
Directors believe that the Share Consolidation will make the number of
shares in issue more manageable.  The proposed Share Consolidation will
require Shareholder approval at the Annual General Meeting, which is being
held on September 17, 2003.  At present, the authorized share capital of the
company is GBP4,600,000, divided into 460,000,000 existing ordinary shares
of 1p each ('Existing Ordinary Shares') of which 327,085,428 Existing
Ordinary Shares are currently issued and fully paid.  The Share
Consolidation will result in the authorized share capital being divided into
approximately (depending upon fractions) 1,345 million new ordinary shares
of 0.1p each ('New Ordinary Shares') and approximately 16 million Deferred
Shares of 19.9p each.  It is proposed that the Share Consolidation will
consist of the following steps:

(i) every 20 existing ordinary shares of 1p each in issue held by each
member, the balance held by each member being dealt with as provided in
sub-paragraphs

(ii) and (v) below, be consolidated into one ordinary share of 20p;

(ii) all of the Existing Ordinary Shares in issue not consolidated under
sub-paragraph (i) above be aggregated and every 20 of them be consolidated
into one Consolidated Share of 20p and each of the remaining Existing
Ordinary Shares not so consolidated be subdivided into 10 New Ordinary
Shares of 0.1p each;

(iii) each Consolidated Share arising by reason of (i) and (ii)
above be subdivided into one New Ordinary Share of 0.1p and one Deferred
Share of 19.9p.

(iv) every unissued Existing Ordinary Share of 1p each be subdivided into 10
New Ordinary Shares of 0.1p each; and

(v) the Directors are authorized to arrange, if practicable, for the New
Ordinary Shares arising by virtue of sub paragraph (ii) above to be sold by
Credit Lyonnais Securities and the net proceeds of the sale thereof to be
received by the company for its own benefit, and for the Deferred Shares
arising by virtue of sub-paragraph (iii) above to be transferred to any
person and any Director of the company is hereby authorized to execute a
transfer of any such shares.

The New Ordinary Shares will replace the Existing Ordinary Shares under the
company's new articles of association proposed to be amended pursuant to
Resolution 6 at the AGM.  It is expected that the New Ordinary Shares will
be admitted to trading on September 18, 2003.  The Deferred Shares will
carry no rights to vote or to participate in dividends, will carry only
limited rights on a return of capital (whether on liquidation or otherwise)
and will not be admitted to trading on AIM.  No share certificates will be
issued for the Deferred Shares.  It is intended that the Deferred Shares
arising under the Share Consolidation will, in due course, be cancelled by
the company pursuant to the proposed Capital Reduction referred to below.
Share certificates in respect of New Ordinary Shares to be held in
certificated form are expected to be dispatched by no later than September
24, 2003.  All existing certificates should be destroyed on receipt of the
certificate for the New Ordinary Shares.  New Ordinary Shares in
uncertificated form are expected to be delivered in CREST on September 18,
2003.

To View Full Report and Financials:
http://bankrupt.com/misc/WORLD_TRAVEL.htm


WORLD TRAVEL: Plans to Eliminate Share Premium Account
------------------------------------------------------
The company's audited balance sheet as at December 31, 2002, showed an
accumulated deficit of GBP16.99 million on its profit and loss account.
Under its present capital structure the company will be unable, under the
Act, to pay dividends or make any other distributions until this deficit is
eliminated.  In view of the size of the deficit, the Board believes that it
is unlikely that the deficit will be eliminated by the generation of
earnings for some years.  The Board therefore considers it appropriate
(subject to, and conditional upon, Shareholders' approval and the ruling of
the High Court) to eliminate the amount standing to the credit of its share
premium account, being the sum of GBP10.14 million.  The elimination of the
company's share premium account will assist in diminishing the deficit on
its profit and loss account.  In addition, the company proposes (subject to,
and conditional upon, confirmation by Shareholders' approval and the High
Court) to cancel the Deferred Shares amounting to a nominal value of
GBP3,254,500 which, as mentioned above, will have minimal rights attaching
to them.  The cancellation of the Deferred Shares will create a reserve
account against which the deficit on the profit and loss account will also
be reduced.  It should be noted that, given its size, the proposed Capital
Reduction will only partially reduce, and not eliminate, the accumulated
deficit and accordingly, it is likely that it will still be a considerable
time before the deficit is fully eliminated from the profit and loss account
and a surplus accumulated to enable the payment of dividends.  The Capital
Reduction will become effective on the date on which the order of the High
Court confirming the
Capital Reduction is registered with the Registrar of Companies.

It will be necessary to raise additional capital to satisfy the company's
obligations to creditors by October 31, it is therefore not anticipated that
application to the Court will be made for the time being until those
creditors have been paid.
To View Full Report and Financials:
http://bankrupt.com/misc/WORLD_TRAVEL.htm


WORLD TRAVEL: Wants Amendment to Articles of Association
--------------------------------------------------------
In order to enable the Share Consolidation to proceed it will be necessary
to amend the Articles of Association.  Subject to approval of the Share
Consolidation by Shareholders at the AGM, the Consolidated Shares will
replace the Existing Ordinary Shares and the Deferred Shares will carry no
right to vote or to participate in dividends, will carry only limited rights
on a return of capital (whether on a liquidation or otherwise) and will not
be admitted to trading on AIM.  It is intended that the Deferred Shares
arising under the Share Consolidation will be cancelled pursuant to the
Capital Reduction referred to above.

Extraordinary general meeting

As the net assets of the company have now fallen to below fifty per cent of
the called up share capital, the Directors are required by the provisions of
the Companies Acts 1985 to convene an Extraordinary General Meeting.  This
will be held immediately following the Annual General Meeting.

To View Full Report and Financials:
http://bankrupt.com/misc/WORLD_TRAVEL.htm


WORLD TRAVEL: Culver to Grant Wanbase Sufficient Working Capital
----------------------------------------------------------------
As stated earlier, agreement has been reached with Culver for the
acquisition, conditional on the passing of the various resolutions to be
proposed at the AGM, of the entire share capital of its wholly owned
subsidiary, Wanbase Limited as a base for the future development of the
company.

Whilst Culver has, since 1999, invested over GBP700,000 in the business now
operated by Wanbase which has five employees, revenue generative trading did
not start until early 2003 and the company is still loss making.  The first
accounts of Wanbase will be prepared to December 31, 2003.  Culver has
agreed to make sufficient working capital available to Wanbase for it to
continue to trade until October 31, 2003.

Wanbase is a Global Enhanced Virtual Network Operator.  Enhanced Virtual
Networks are voice-enabled with an ability to carry voice traffic together
with the data traffic carried by conventional Virtual Networks Operators.
It specializes in the design and implementation of voice and data networks
using virtual private networks ('VPNs'), which eliminate the need for
dedicated leased lines.

Voice traffic carried over the world public switched telephone network
('PSTN') is migrating from circuit switching to packet switching over
internet protocol ('IP').  Virtually all data traffic is presently using IP
and the carriage of voice over an IP network is known as voice over internet
protocol ('VoIP').

Wanbase is a solutions provider in this evolving shift of communications on
separate voice and data networks to convergence of voice and data
transmitted over the same network.
To View Full Report and Financials:
http://bankrupt.com/misc/WORLD_TRAVEL.htm


WORLD TRAVEL: Plans to Change Name to Advanced Virtual Networks
---------------------------------------------------------------
The year to date has been traumatic for the company but your board believes
that there are very significant opportunities to make profits in the new
technology areas in which Wanbase operates and the Group will now
concentrate.  Clearly additional capital will have to be raised to finance
the development of the business and the payment of the commuted creditor
liabilities. The Group is actively examining a number of acquisition
opportunities to enable more rapid growth than can be achieved organically
and it is envisaged that additional equity capital will be raised at the
time of such an acquisition.

If additional finance is not found by October 31, 2003, which is by no means
certain, then the Group will fail.

In order to demonstrate the significant change in its activities, it is
proposed to change the name of the company to Advanced Virtual Networks plc.

My colleagues and I believe that as the attempts that the proposed new
management team have made to raise new equity finance have been
unsuccessful, the steps we are now proposing offer the best opportunity to
develop a profitable future for the company and to return value to
Shareholders.

To View Full Report and Financials:
http://bankrupt.com/misc/WORLD_TRAVEL.htm


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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
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Washington, DC USA.  Larri-Nil Veloso, Ma. Cristina Canson, and Laedevee
Gonzales, Editors.

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

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