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             T R O U B L E D   C O M P A N Y   R E P O R T E R

                              E U R O P E

                  Monday, October 27, 2003, Vol. 4, No. 212


                               Headlines



F R A N C E

ASSURANCES GENERALES: To Sell Entenial for EUR575 Million
BULL SA: Brussels Divided Over Ruling on Government-Backed Loan


G E R M A N Y

AERO LLOYD: TUI AG, Thomas Cook Rule Out Possible Investments
ALLIANZ AG: To Sell Large Chunk of Beiersdorf Shareholding
ALLIANZ AG: Positive Trend to Bring in Full Year Profit
BANKGESELLSCHAFT BERLIN: EU Commission To Clear Financial Aid
READYMIX AG: Selloff Talks Dropped Due to Regulatory Concerns

WESTLB AG: Consolidates Loan and Bond Underwriting Businesses


H U N G A R Y

POSTABANK RT: Purchase Price of Erste Bank Raises Eyebrows


I R E L A N D

ELAN CORPORATION: Sets November as Closing Date for Asset Sales
ELAN CORPORATION: On Track to Deliver Results on Antegren


I T A L Y

TELECOM ITALIA: Defines Terms of US$4 Billion Bond Issue


N E T H E R L A N D S

KONINKLIJKE AHOLD: South American Transaction Under Examination
KONINKLIJKE AHOLD: Carrefour Withdraws Brazilian Buyout Plans


S W I T Z E R L A N D

SWISS INTERNATIONAL: Inks Codesharing Deal with British Airways


U N I T E D   K I N G D O M

AVESTAPOLARIT: To Close Loss-making Panteg Operation
BALLAST PLC: Administration Leaves Welsh Theater Without Builder
BRITISH ENERGY: Inspection on Sizewell B Nothing Unusual
CANARY WHARF: Not in Frame of Mind to Sell Itself Cheap
EGG PLC: Reports Loss Despite Record Growth in U.K. Operation

FUSION OIL: Sterling Energy Extends Offer Until November 5
FUSION OIL: Still in Discussions to Seek Better Offer
LLOYDS TSB: Pursues Asset Disposal with Sale of New Zealand Unit
MAL OPERATIONS: Meeting of Unsecured Creditors Set November 4
MARCONI CORPORATION: Returns to Growth with 6% Rise in Sales

ROYAL & SUNALLIANCE: Ratings of European Operations Confirmed
SCOTIA HOLDINGS: To Hold Bondholders Meeting November 18
SPORTINGBET PLC: Set for Growth After Solving Earn Out Issues
STIRLING GROUP: Potter Offer Declared Wholly Unconditional
TRINITY INSURANCE: Scheme Creditors to Meet December 4



                             *********



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


ASSURANCES GENERALES: To Sell Entenial for EUR575 Million
---------------------------------------------------------
Assurances Generales de France SA has tentatively agreed to sell
100% of the capital of Entenial, a property and estate financing
bank, to Credit Foncier for EUR575 million.

Pursuant to the agreement in principle dated July 18, 2003,
Assurances Generales de France SA and Credit Foncier signed a
definitive agreement setting the terms and conditions for the
sale of Assurances Generales de France SA's 72.15% stake in
Entenial to Credit Foncier on October 21, 2003.

Now that Credit Foncier has performed due diligence and
Entenial's results for the quarter ended September 30, 2003 have
been taken into account, the amount of the transaction has been
tentatively set at EUR575 million for 100% of the capital,
representing EUR48.64 per share.

Requests for approval have been prepared

The acquisition of Entenial and the terms of the transaction have
been approved by Credit Foncier's Supervisory Board and by
Assurances Generales de France SA's Board of Directors.  In
accordance with regulations, the transaction must first be
approved by the Credit Institutions and Investment Firms
Committee and an opinion must be rendered by the Competition
Commission.  Requests for approval have been prepared and will be
submitted very shortly.

Once it has acquired the 72.15% block of Entenial shares held by
Assurances Generales de France SA, Credit Foncier will launch an
unconditional tender offer for the remaining Entenial shares at
the same price as that of the current transaction.

Strategy of optimizing Assurances Generales de France SA's
capital allocation

"After helping Comptoir des Entrepreneurs to recover and
supporting its merger with Banque La Henin to form Entenial,
Assurances Generales de France SA is pleased to see Entenial team
up with Credit Foncier to form a specialized leader in the
property lending market.  The transaction will also allow AGF to
take another step forward in its strategy of optimizing its
capital allocation by reducing its exposure to banking risks
while preserving distribution agreements with the new group,"
declared Jean-Philippe Thierry, Chairman of the Board of
Directors of Assurances Generales de France SA.

"Entenial and Credit Foncier will now join forces", said François
Drouin, Chairman of the Management Board of Credit Foncier.
"This is good news for the employees and customers of both
companies, which will take full advantage of the future group's
synergies. In combining Entenial's strengths with those of Credit
Foncier, we are creating a new entity, primed for expansion."

About Entenial

Entenial was created in May 2000 out of the merger of Comptoir
des Entrepreneurs and the La Henin bank.  Entenial is active in
property and other asset financing and in structured financing
for corporate clients. It generated operating income of 53.1
million euros in 2002 and has about 1,400 staff.

As with all content published on this site these statements are
subject to our Forward Looking Statement disclaimer, provided on
the right.


BULL SA: Brussels Divided Over Ruling on Government-Backed Loan
---------------------------------------------------------------
The European Commission is yet undecided on its stand regarding
the recovery of the initial "rescue" loan that France granted
computer company Bull SA, according to the Financial Times.

The Competition officials are divided whether to enforce the
agreement on the loan, and thus insist that France reclaim the
whole EUR450 million -- now worth EUR480 million -- or let it
recover only 20% like other private creditors.  France, which
owns 16.3% of the company, is arguing it is acting as any
ordinary creditor would, because private bondholders are prepared
to make the same sacrifice, according to the report.

Paris suggests further it will only seek the amount -- about
EUR95 million -- when Bull is making enough profit.  Bull is
believed likely to report a return to profitability in the third-
quarter after breaking even in the first half.  Its officials
were expected to have approved the results Friday.

The Commission, irked after France failed to reclaim a EUR450
million (US$530 million) loan from Bull in June, launched an
investigation into the apparent violation of an agreement with
the regulator last month.


With regards to its wide-ranging recapitalization, Bull CEO
Pierre Bonnelli said negotiations were continuing "with a great
number of parties, including Brussels.

"Nothing has been decided yet," he said.

NEC of Japan, which holds 16.9% of the company, is reportedly
willing to match public sector investment.

Other shareholders of Bull are France Telecom and Motorola, which
hold 16.9% shareholding each.



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


AERO LLOYD: TUI AG, Thomas Cook Rule Out Possible Investments
-------------------------------------------------------------
Two of Europe's largest tourism companies said they are not
interested in investing in German Aero Lloyd, the stricken
independent charter airline which recently filed for insolvency
and is now looking for possible investors.

According to AFX News, Rolf Dieter Grass of Thomas Cook AG said
their company is "not interested," as the airline itself is in
the process of selling 13 of its aircraft due to over-capacity in
the German market.

TUI AG spokesman Robin Zimmerman also referred to over-capacity
in saying his company is not interested in Aero Lloyd.

Aero Lloyd, which mainly flies to Mediterranean destinations, has
about 1,400 employees, and 21 Airbus jets.  It was forced to file
for insolvency after creditors rejected the airline's
restructuring plan amidst a pronounced slump in the travel
industry.

The airline was given hope recently after creditor Bayerische
Landesbank injected EUR5 million of capital.  Interim insolvency
administrator Gerhard Walter said the loan would enable the
holiday airline to resume operations using two aircraft.


ALLIANZ AG: To Sell Large Chunk of Beiersdorf Shareholding
----------------------------------------------------------
Allianz AG, Munich, will sell a 40% stake in Beiersdorf to an
investor group led by Tchibo Holding AG, Hamburg.  Allianz
currently holds a total of 43.6% stake in Beiersdorf AG.

It has been agreed that 19.6% of the registered share capital of
Beiersdorf AG will be acquired by Tchibo Holding AG, 10.0% by HGV
Hamburger Gesellschaft fur Vermogens-und Beteiligungsverwaltung,
Hamburg, 3.0% by Troma Alters- und Hinterbliebenenstiftung,
Hamburg.  It is intended to offer a further 7.4% stake to
Beiersdorf AG, as part of a share buy-back program.

The price for the stake sold by Allianz AG totals approximately
EUR4.4 billion.  This corresponds to an average price per share
of EUR130.  The average Beiersdorf share price was EUR107.75 in
the last twelve months.

The transaction will be implemented in several stages and is
subject to the consent of the antitrust authorities.

                      *****
Allianz made its biggest ever loss of EUR1.2 billion last year
due to a EUR2.0 billion loss at Dresdner, Germany's third-biggest
bank.

In August, Standard & Poor's said the bank's stand-alone profile
continues to be weak, however, and the aim to achieve operating
break-even results in 2003 remains challenging.  Standard &
Poor's continues to monitor the effects of Allianz's announced
new strategic initiatives, in particular the speed and success of
further cost-cutting measures, the progress in restructuring its
loan portfolio, and the effect of the group's stronger focus on
retail banking, including the announced legal separation of its
investment banking division.


ALLIANZ AG: Positive Trend to Bring in Full Year Profit
-------------------------------------------------------
Allianz Group expects to achieve positive results for the first
nine months of the current fiscal year 2003.  It is set to post a
profit with the sale of the Beiersdorf stake chiefly effective in
4Q 2003.  This is despite a possible retroactive tax charge as
well as a change in accounting treatment.

In the operating business the positive trend of the first six
months of 2003 continued for the first nine months and
significant improvements were achieved.

The positive business development in property and casualty
insurance will continue in 3Q 2003.  The combined ratio is
estimated to amount to 97%.

Allianz Group has continued to build on the growth trend in life
and health insurance and is likely to continue the positive trend
in earnings.

In the banking segment, 3Q 2003 results after tax and minority
interests have improved, despite restructuring costs, but are
still slightly negative.  While operating profits declined, costs
were at the same level as in the second quarter of the year.
Risk provisioning developed more favorable than expected.  The
banking segment also benefited from improved results from
financial investment.

After tax earnings of the asset management business will be lower
than expected.

The reason for this is a modification of the accounting treatment
which Allianz will undertake in agreement with its auditors,
KPMG, concerning the deferred acquisition of certain interests
held by PIMCO management.  To date, elements of the purchase have
been treated as acquisition cost, and from now on it will be
accounted for in accordance with Financial Accounting Standard
123.  For the years 2000, 2001, and 2002 this will result in a
non-cash retroactive after tax adjustment in the amount of up to
EUR111 million in total.  The expense after tax for 2003 will be
charged pro rata to Allianz' 3Q results in the amount of up to
EUR80 million.  In future years it is expected that this non-cash
charge will be equivalent to a reduction of future goodwill.

4Q2003 is expected to be characterized by these developments:

In the operating business, the positive trend will continue and
lead to further sustainable improvements compared to the same
period last year, given the presumption that no major charges
arise from natural catastrophes and major claims.

Additional charges could arise from a retroactively amended tax
treatment of losses and write-downs on funds held by life and
health insurance companies.

Based on current decisions an additional fiscal charge in the
region of EUR600 million is expected.  Other measures taken might
not be able to compensate this charge in full.  This might result
in a net charge of the consolidated profit and loss account in
the range of EUR150 million that needs to be taken into account
in 4Q 2003.

Further charges could result from an accelerated reduction of
risk-weighted assets as part of the non-strategic portfolio of
Dresdner Bank (Institutional Restructuring Unit) that would lead
to a negative operating performance of the bank for the FY 2003.

The sale of the Beiersdorf stake will chiefly be effective in
4Q2003.

Against this backdrop, Allianz expects a clear positive result
for the FY 2003.


BANKGESELLSCHAFT BERLIN: EU Commission To Clear Financial Aid
-------------------------------------------------------------
Bankgesellschaft Berlin AG, the ailing German bank that posted
net losses of EUR699 million (US$818 million) in 2002, could
receive financial aid from the state of Berlin soon, according to
Frankfurter Allgemeine Zeitung

The report said the European Union Commission is to clear the aid
by the end of November or early December.  Conditions for the
lifeline will include the sale of Weberbank as well as of the
real estate business, the report said.

Bankgesellschaft Berlin wants to become a leaner and regionally
focused bank, concentrating on retail banking in its core region
and a few other profitable businesses.  It has plans of selling
its subsidiaries to support restructuring efforts.

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


READYMIX AG: Selloff Talks Dropped Due to Regulatory Concerns
-------------------------------------------------------------
RMC Group plc and HeidelbergCement AG have agreed to discontinue
discussions regarding the possible sale of RMC's German
operations.  Following discussions with the European Commission
and the German competition authorities, it became clear that it
was not possible to structure the proposed transaction to
overcome the regulatory issues within a timeframe acceptable to
RMC.

Commenting, Mr. Hans Bauer, Chairman of the Managing Board of
HeidelbergCement said: "HeidelbergCement will continue to assume
its responsibility as market leader in Germany to promote the
consolidation and industrial restructuring that are required for
a successful long-term future of the German cement industry, in
the interest of all its stakeholders."

                      *****
Readymix recorded a loss of GBP31.4 million on GBP351 million of
turnover in the six months ended June 30, as the construction
sector continued to show inactivity.  A price war in the concrete
and cement sectors also contributed to the company's woes.


WESTLB AG: Consolidates Loan and Bond Underwriting Businesses
-------------------------------------------------------------
WestLB created a new debt capital markets unit by merging its
loan and bond underwriting businesses into a single entity.  The
division will be headed by Werner Taiber, head of bond
origination, and Ian Claisse, head of loans.

A spokesman for WestLB said, "The creation of a joint department
is intended to create some synergies since they are both similar
businesses," according to the The Times.  The move will not
result to redundancies.

The decision to consolidate the two operations is part of the
company's drive to boost profits by cutting costs and lessen
exposure to riskier areas such as leveraged buyout.

WestLB reported a EUR1.67 billion (GBP1.1 billion) loss in 2002,
significantly worse than the bank's initial EUR1 billion
estimate.  The increase was due to a GBP350 million writedown on
the bank's refinancing of BoxClever, which is not part of the
unit's portfolio.



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


POSTABANK RT: Purchase Price of Erste Bank Raises Eyebrows
----------------------------------------------------------
Erste Bank signed an agreement to buy Hungary's eight-largest
lender, Postabank Rt, for HUF101.3 billion on Tuesday last week,
according to Budapest Business Journal.

The Austrian bank outbid two rivals Bank Austria Creditanstalt,
and Budapest Bank, for the acquisition early in the month.  The
price is 2.7 times the end 2002 book value, making the sale the
biggest since 1997 in Hungary and amongst the best-priced bank
deals in the region, Concorde Securities said in a statement.

But the market is questioning whether the purchase price was
reasonable despite the rosy future the acquisition promises.
Postabank was able to turn in a profit this year despite
difficult conditions.  It stands to make Erste Bank the fifth
largest bank in Hungary with 8% of banking assets, 200 branches
and nationwide reach through 3,200 post offices.  But it is also
in need of new IT systems, and is facing potential lawsuits
dating from financial scandals in the mid 1990s.

It's client base, though large, is also made up of many inactive
accounts, analysts say, according to Budapest Sun.



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


ELAN CORPORATION: Sets November as Closing Date for Asset Sales
---------------------------------------------------------------
Elan Corporation expects to close its asset disposal program
aimed at paying debt and shoring up balance sheet by mid to late
November, company management said last week at an analyst meeting
in Dublin, according to Dow Jones.

Present at the meeting were Elan Chief Executive Kelly Martin,
Chief Financial Officer Shane Cooke and head of research &
development Lars Ekman.

The executives reiterated Elan's goal to raise a further US$350
million to US$400 million from asset disposals on top of the
US$1.8 billion already pocketed.

"However, management cautioned that this would not be at any
price," said Ian Hunter, analyst at Goodbody Stockbrokers,
according to the report.

With regards to the investigation into its accountancy practices,
the management said it was hoping for a resolution on the matter
by mid-2004, according to analysts.

Analysts consider a resolution on the probe initiated by the U.S.
Securities and Exchange Commission in 2002 as crucial in
regaining investor confidence.


ELAN CORPORATION: On Track to Deliver Results on Antegren
---------------------------------------------------------
Pharmaceuticals company Elan Corporation is making good progress
in developing its Antegren drug for use in treatment of the bowel
condition Crohn's Disease, an analyst who attended the company's
updating in Dublin last week said, according to Dow Jones.

Elan will be able to provide the U.S. Food & Drug Administration
the data it was seeking concerning the drug by the end of the
first quarter of 2004, Jack Gorman, analyst at Davy Stockbrokers
said.  The regulator is asking nine months worth of data from its
study on the future of Antegren drug.  In addition, Elan will
also provide the FDA with an interim look at Antegren's one-year
multiple sclerosis data in the first half of 2004, he said.

"It seems the Food and Drug Administration was impressed with the
data already put forward from the induction trial," he said.

Elan's Antegren, failed to meet its response targets during Phase
III trial on Crohn's Disease in July.  But within the Phase III
group, there were "sub-groups" of patients on which Antegren was
deemed effective on Crohn's, analysts said.  This is could
expedite the drug's approval in Europe, they added.

"It would appear that the European regulatory agency is prepared
to assess the sub-group data, which raises the possibility that
Antegren could first gain approval for the European market with a
restrictive label targeting specific subgroups of Crohn's
patients," added David Marshall, analyst at NCB Stockbrokers.



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


TELECOM ITALIA: Defines Terms of US$4 Billion Bond Issue
----------------------------------------------------------
Telecom Italia and Telecom Italia Capital SA announce that the
bookbuilding and definition of terms for the debut multi-tranche
USD fixed-rate benchmark issue was completed Thursday.

The issue, offered to qualified institutional investors in the
United States pursuant to Rule 144A of the U.S. Securities Act of
1933 and to investors outside the United States pursuant to
Regulations under the U.S. Securities act of 1933, is part of
Telecom Italia's plan to refinance short and long term debt,
approved by the Board of Directors on October 10, 2003.

The total size of the bond issue was set at US$4 billion, split
among three tranches with a maturity of five, ten and thirty
year.

The characteristics of the bond issue are:

5-year tranche

Issuer:           Telecom Italia Capital S.A.
Guarantor:        Telecom Italia S.p.A.
Amount:           US$1 billion
Settlement Date:  October 29, 2003
Maturity:         November 15, 2008
Coupon:           4% per annum
Issue price:      99.953
Redemption price  100

The effective yield to maturity of the 5-year tranche is 4.01%
per annum, corresponding to a yield of 83 basis points over the
corresponding US treasury rate.

10-year tranche

Issuer:           Telecom Italia Capital S.A
Guarantor:        Telecom Italia S.p.A.
Amount:           US$2 billion
Settlement Date:  October 29, 2003
Maturity:         November 15, 2013
Coupon:           5.25% per annum
Issue price:      99.742
Redemption price  100

The effective yield to maturity of the 10-year tranche is 5.283%
per annum, corresponding to a yield of 103 basis points over the
corresponding U.S. treasury rate.

30-year tranche

Issuer:           Telecom Italia Capital S.A.
Guarantor:        Telecom Italia S.p.A.
Amount:           US$1 billion
Settlement Date:  October 29, 2003
Maturity:         November 15, 2033
Coupon:           6.375% per annum
Issue price:      99.558
Redemption price  100

The effective yield to maturity of the 30-year tranche is 6.408%
per annum, corresponding to a yield of 128 basis points over the
corresponding U.S. treasury rate.

The securities referred to in this press release have not been
and will not be registered under the U.S. Securities Act of 1933
and may not be offered or sold in the United States absent
registration or an applicable exemption from registration
requirements.


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


KONINKLIJKE AHOLD: South American Transaction Under Examination
---------------------------------------------------------------
A hearing on whether Dutch retailer Ahold paid Chilean grocer D&S
less than what it was supposed to when it acquired a stake in the
latter's Argentine unit was launched Friday.

A district court in Haarlem in the Netherlands held a preliminary
meeting to examine the case brought by Dutch law firm Nauta
Dutilh, in behalf of D&S, against the Dutch retailer.

Nauta Dutilh said Ahold underpaid D&S when it bought a stake in
D&S's unit this year because the transaction, which was made
through Disco, Ahold's Argentine subsidiary, was assessed in
pesos, then extremely devalued, according to the Financial Times.

The court will determine whether charges should be brought
against Ahold.

The news came as Disco reported net loss of US$911.6 million for
2002.  The result was delayed for six months due to a company-
wide investigation that discovered accounting irregularities of
EUR8 million (US$9.3 million) on the retailer's books.


KONINKLIJKE AHOLD: Carrefour Withdraws Brazilian Buyout Plans
-------------------------------------------------------------
French retailer Carrefour has dropped plans of acquiring
Bompreco, the Brazilian assets of Dutch rival Royal Ahold,
according to Reuters.

Bompreco, with 119 stores, was Brazil's third largest selling
retailer in 2002, after market leader CBD and Carrefour.

Ahold put the northeastern supermarket chain, and its G.Barbosa
Comercial, and credit card business, Hipercard for sale after
being hit by accounting scandal at its U.S. Foodservice unit.

Carrefour's withdrawal from the process leaves U.S. giant Wal-
Mart and Brazilian operator Companhia Brasileira de Distribuicao
head to head on the possible acquisition.  A decision on the
bidding is expected by the middle of November.



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


SWISS INTERNATIONAL: Inks Codesharing Deal with British Airways
---------------------------------------------------------------
As announced in their Memorandum of Understanding of September
22, British Airways and Swiss International Air Lines formally
signed their new bilateral cooperation agreement on October 22.
The strategic alliance between the two airlines will see the
provision of codeshare services, a joint frequent flyer program,
and the provision by British Airways of aCHF 50 million guarantee
for SWISS.

In an initial step, British Airways and SWISS will be operating
all their services between Switzerland (i.e. Zurich, Basel and
Geneva) and London Heathrow as a shared operation involving
codeshare flights.  The codeshare arrangement should then be
extended to all services between Switzerland and the U.K. from
the beginning of 2004.  The first codeshare flights between
Zurich/Geneva/Basel and London Heathrow will be operated on
Sunday, October 26.

Under the terms of the strategic alliance, British Airways has
agreed to enter into a CHF50 million guarantee for SWISS.

The Swiss TravelClub, SWISS's current frequent flyer program,
will be gradually integrated into Executive Club, the frequent
flyer program of British Airways.

CONTACT:  SWISS
           Corporate Communications
           P.O. Box, CH-4002 Basel
           Phone: +41 848 773 773
           Fax: +41 61 582 3554
           E-mail: communications@swiss.com
           Homepage: http://www.swiss.com



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


AVESTAPOLARIT: To Close Loss-making Panteg Operation
----------------------------------------------------
Outokumpu's stainless steel subsidiary AvestaPolarit announced
Thursday its intention to close its Panteg plant in Wales in
Britain at the end of March 2004.  The closure plan has been made
against a background of consistent poor financial performance
over many years, which has had a considerable negative impact on
the development of the Coil Products Sheffield business unit to
which Panteg belongs.

The proposed closure will result in the redundancy of all 116
direct employees at Panteg and approximately 20 job losses at the
company's Shepcote Lane, Sheffield site.  These changes are the
subject of consultation, which will immediately commence with the
Panteg and Sheffield workforce and the appropriate trade unions.
AvestaPolarit will in this consultation consider all reasonable,
practicable measures to alleviate personal hardship.  The
discussions will aim to identify schemes to assist employees
whose positions are at risk in order to provide redundancy
counseling, job search facilities and retraining opportunities to
enhance the prospects of individuals finding alternative
employment.

The estimated provision for the Panteg closure to be booked in
the fourth quarter 2003 is EUR13 million.  The accumulated losses
in Panteg's operating result since 1997 have amounted to some
EUR50 million.

The Panteg cold rolling facilities have specialized mainly on
ferritic stainless steels.  Its annual delivery volumes have
amounted to some 30,000 tons, which represents 2% of
AvestaPolarit's total annual output of coil products.  The coil
sales organization will seek to put in place alternate supply
routes for ferritics to its main stock and process customers in
order to have business continue as usual.

Overall, AvestaPolarit's capabilities to serve its customers and
further strengthen its position in both its home European and
overseas markets are currently being greatly enhanced by the
ramping up of the Tornio expansion in Finland.  Parallel
improvements are forthcoming with ongoing downstream investments
to develop the distribution and service center activities in the
U.K. and to increase production capacity of bright annealed
material in Sheffield.

CONTACT:  OUTOKUMPU OYJ
           Corporate Management
           Riihitontuntie 7 B
           P.O. Box 140
           FIN-02201 Espoo, Finland
           Phone: +358 9 4211
           Fax: +358 9 421 3888

           Karri Kaitue, President
           AvestaPolarit Coil Products
           Member of the Outokumpu Executive Committee
           Phone: +358 9 5764 5506
           Mobile: +358 40 501 5054

           Jamie Allan, Senior Vice President
           Coil Products Sheffield
           Phone: +44 114 261 4470
           Mobile: +44 79 7634 5473

           Veronica Howarth, Market Communications Manager
           Coil Products Sheffield
           Phone: +44 114 261 4480
           Mobile: +44 77 2088 2625

           OUTOKUMPU OYJ
           Corporate Management
           Eero Mustala
           Senior Vice President - Corporate Communications
           Phone: +358 9 421 2435
           Fax: +358 9 421 2429
           E-mail: eero.mustala@outokumpu.com
           Homepage: http://www.outokumpu.com


BALLAST PLC: Administration Leaves Welsh Theater Without Builder
----------------------------------------------------------------
Plans to build a controversial GBP7 million North Wales theater
was put on hold following the fall into administration of
construction firm Ballast, according to Daily Post.

Wrexham council has chosen Ballast as the second best candidate
to do the Wrexham theater and conference center after Galliford.
But Galliford pulled out earlier, and Ballast went under, leaving
the project without a contractor.  Other building firms are out
of the council's price range, the report said.

There have already been calls to scrap the project all together,
the report said.

The council chiefs, though, insisted the construction should go
ahead, and scheduled a meeting to discuss the matter in two
weeks.

The Joint Administrators, Nick Edwards and Nick Dargan, are
currently offering the business and assets of Ballast for sale.


BRITISH ENERGY: Inspection on Sizewell B Nothing Unusual
--------------------------------------------------------
In response to Thursday's media speculation, British Energy
announces that its Sizewell B PWR plant is currently undergoing a
Statutory Maintenance Outage, which takes place at 18 monthly
intervals.  This statutory outage started on October 4, 2003.

During the course of this outage, British Energy has been
carrying out various inspections of its nuclear and non-nuclear
plant.  These are part of a specified inspection program, carried
out in conjunction with our safety regulator, HM Nuclear
Installations Inspectorate.  Contrary to some media reports, no
crack has been found.  However, an unusual indication from
ultrasonic inspection of two welds in the turbine steam system
has led to a requirement for further investigation.

In the event that a repair were to become necessary to the welds,
British Energy estimates that the plant could be back in service
as early as mid December; if no repair was necessary, the plant
could be back within three weeks.

The Sizewell plant remains in a safe shutdown state.  The restart
of the Sizewell B reactor will involve satisfying the Nuclear
Installations Inspectorate that the rigorous inspection and
maintenance schedule has been satisfactorily completed.  The weld
inspection program forms part of this routine process.

British Energy expects to make a further statement including an
indication as to the financial impact, if material, next week.

CONTACTS:  BRITISH ENERGY
            Investor Relations
            Paul Heward
            Phone: 01355 262 201
            Home Page: http://www.british-energy.com


CANARY WHARF: Not in Frame of Mind to Sell Itself Cheap
-------------------------------------------------------
The independent directors of Canary Wharf are set this week to
reject indicative takeover offers that they said undervalue the
group, according to Times Online.

Morgan Stanley and Goldman Sachs are thought to have offered
about 250p a share; Brascan is understood to have pitched its
indicative offer in the 240p to 260p range.  Canary Wharf is
looking forward to a price closer to 300p, and it is believed
they are resolved to remain a public company if the offers do not
go up to at least 275p to 280p in the next few days.

The independent directors are preparing a statement of the
rejection to the Stock Exchange that could come ahead of the
middle of next week deadline for the bids.

If Canary Wharf does decide to remain a listed company, it is
expected to implement an action plan to sell off about GBP800
million of first-generation buildings on the estate and use the
proceeds to restart its program to return capital to
shareholders, according to the report.

But confidence in the Docklands developer is still on.

Alan Patterson, property analyst at HSBC, said: "If the takeover
talks are terminated the share price may drop back to 200p to
220p, but I would tell people to buy the shares at that level. I
still believe in the Canary Wharf business model, and if it stays
in the public arena it will be recovery from this point onwards."


EGG PLC: Reports Loss Despite Record Growth in U.K. Operation
-------------------------------------------------------------
"Egg U.K. has delivered another impressive performance this
quarter with strong growth in customer numbers, lending balances
and profits.  Egg now has over 3 million customers in the U.K..
In France our new management team has developed a strong, value-
creating business plan based on both our experience since launch
and further research with consumers.  However having regard to
our previously announced appetite for investment, execution of
this revised plan will take longer and requires a greater level
of investment than Egg is prepared to undertake on a stand-alone
basis.  We believe it is in the best interests of Egg's
shareholders to form an alliance with a strategic partner and
accordingly, we are in negotiations which may lead to a joint
venture or other transaction.  We anticipate that these
negotiations will be concluded by the end of this year."

Paul Gratton, CEO, Egg plc

Highlights of Results for the nine months ended September 30:

Analysis of Group Profit and Loss Account

                          Nine Months            Nine Months
                          to Sept. 30, 2003  to Sept. 30, 2002
                          GBP million           GBP million
Egg U.K.                      56.7                   21.0
Egg France                 (69.5)                 (19.4)
Other International         (3.5)                  (2.6)
Subsidiaries/Associates/JV's (3.4)                 (2.9)
Restructuring                (5.2)                    -
Group Loss before Tax       (24.9)                 (3.9)


Group

(a) Group operating income up 32% to GBP310.6 million (September
30, 2002: GBP235.6 million)

(b) Group loss before tax of GBP24.9 million (September 30, 2002:
GBP3.9 million)

(c) Group loss per share 3.1p (September 30, 2002: 1.1p)

(d) Total group assets of GBP11.5 billion (September 30, 2002:
GBP10.4 billion)

U.K.

(a) Egg U.K. delivered a profit before tax for the nine months to
September of GBP56.7 million (September 30, 2002: GBP21.0
million)

(b) Q3 2003 profit before tax was GBP20.0 million up from GBP19.4
million in Q2 2003

(c) Egg customer base now over 3 million with 145,000 net new
customers acquired in the third quarter (Q3 2002: 107,000)

(d) Unsecured lending balances grew by GBP1.13 billion (30 Sep
2002: GBP0.70 billion) leading to period end balances of GBP4.43
billion (Sept. 30, 2002: GBP3.06 billion)

(e) Strong sales growth in personal loans with drawdowns of
GBP1.2 billion year to date, more than double the levels achieved
in equivalent period in 2002 (GBP535 million)

(f) Credit quality remains strong with card delinquency levels
still well below industry average

France

(a) Balances growing strongly to EUR126 million (Q2 2003: EUR68
million)

(b) 58,000 cards in issue with 76% of card balances now revolving
(up from 70% in Q2)

(c) Loss before tax of GBP69.5 million (EUR100.5 million) for
period to September 30, 2003

Chief Executive Paul Gratton said:

'The U.K. business is growing strongly, and delivered a profit
before tax of GBP20 million in the period taking the year to date
total to GBP57 million.  Sales performance remained strong on a
seasonally adjusted basis in the third quarter with 145,000
customers acquired compared to 107,000 in the same period last
year.  It is particularly pleasing given the variety of new
competitor offers during the quarter, that our marketing
efficiency has been maintained at approximately GBP24 unit
marketing cost per card acquired which we believe is about half
the industry average.

'Unsecured lending balances have increased by over GBP1.1 billion
year to date, up 61% on the same period last year.  Personal
loans performed especially well with disbursements of GBP1.2
billion and net balance growth of GBP569 million.  Egg's market
share in cards is growing robustly and we now account for
approximately 10% of the net growth in U.K. credit card balances.

'We confirmed at our last set of results that progress in France
had not been as rapid as we had anticipated or wished and as a
result we were monitoring the business closely.  Business
performance has improved during the third quarter with balances
increasing some 85% on the half-year position and 76% of balances
are now revolving.  Our new French management team has developed
a strong, value-creating business plan based on both our
experience since launch and further research with consumers.  We
therefore remain confident that there is an opportunity in France
for a brand such as Egg to develop a valuable business and at the
same time consistently provide French consumers with a better
deal in banking than they have been used to.

'However having regard to our previously announced appetite for
investment, execution of this revised plan will take longer and
should be given a greater level of investment than Egg is
prepared to undertake on a stand-alone basis.  We believe it is
in the best interests of Egg's shareholders to form an alliance
with a strategic partner and accordingly, we are in negotiations
which may lead to a joint venture or other transaction.  We
anticipate that these negotiations will be concluded by the end
of this year.'

To View Full Report:
http://bankrupt.com/misc/EGG_PLC_3rd_Quarter_Results.htm


FUSION OIL: Sterling Energy Extends Offer Until November 5
----------------------------------------------------------
Sterling Energy plc announces that the Offer made by Evolution
Beeson Gregory on behalf of Sterling for the issued and to be
issued share capital of Fusion Oil & Gas plc, including the
Partial Cash Alternative and Additional Cash Election as set out
in the offer document dated 1 October 2003, has been extended
until 3.00 p.m. on November 5, 2003.

As at 3.00 p.m. on Wednesday, being the first closing date of the
Offer, Sterling either owned or had received valid acceptances
for the Offer in respect of an aggregate of 46,682,594 Fusion
Shares, representing approximately 47.54% of the issued ordinary
share capital of Fusion.

Of this total, Sterling had received valid acceptances for the
Offer in respect of holders of 26,682,383 Fusion Shares,
representing approximately 27.17% of the issued ordinary share
capital of Fusion.  These acceptances include valid acceptances
of the Offer in respect of 9,400,000 Fusion Shares held by
Invesco Asset Management Limited for which Sterling had received
an irrevocable undertaking to accept the Offer and 11,367,500
Fusion Shares for which Sterling had received letters of intent
to accept the Offer, representing approximately 9.5% and 11.6%
respectively of Fusion's issued ordinary share capital.

Prior to the announcement of the Offer Sterling acquired
20,000,000 Fusion Shares representing approximately 20.4% of the
issued ordinary share capital of Fusion in addition to the 211
Fusion Shares it already owned.

Of those Fusion Shareholders accepting the Offer to date, 99.3%
Have elected to receive wholly Sterling Shares on the basis of
3.5 Sterling Shares for each Fusion Share rather than electing
for the Partial Cash Alternative or the Additional Cash Election
available under the terms of the Offer.

Despite the continued reluctance of the board of Fusion to
recognize the merits of the Offer, Sterling is delighted by the
strong support that the Offer has received to date.

Fusion Shareholders are reminded that the Sterling offer is the
only alternative currently available to them. Fusion Shareholders
are urged to follow the lead of Fusion's largest institutional
shareholders who have already accepted the Offer by returning
their Form of Acceptance as soon as possible.

Words and expressions defined in the offer document from Sterling
to Fusion Shareholders dated October 1, 2003 and the circular
from Sterling to Fusion Shareholders dated October 18, 2003 shall
have the same meaning in this announcement.

Evolution Beeson Gregory, which is regulated in the U.K. by the
Financial Services Authority, is acting exclusively for Sterling
and no one else in connection with the Offer and other matters
described herein and will not be responsible to anyone other than
Sterling for providing the protections afforded to customers of
Evolution Beeson Gregory or for giving advice in relation to the
Offer or any other matter described in this announcement.


FUSION OIL: Still in Discussions to Seek Better Offer
-----------------------------------------------------
The Fusion board notes that Sterling has received acceptances for
only a further 6.04% of the issued share capital of Fusion since
the beginning of the Offer Period, in addition to the 20.4% it
already owned and the 21.1% support it stated it had at the
outset of the Offer.

With the majority of Fusion Shareholders not having accepted the
Offer, Sterling has extended its Offer until November 5.

The Fusion board remains of the opinion that the Sterling Offer
is both opportunistic and undervalues the Company, a view
reinforced by the excellent initial test results at the
Chinguetti-4-5 well which were reported in a separate
announcement on Thursday.  Accordingly, the Fusion Board is
continuing its discussions with other parties to secure a better
deal for shareholders.  The Company will provide an update on
these discussions by the end of next week.

As a result, the Fusion board strongly recommends Shareholders
who have not already chosen to accept Sterling's Offer to
continue to take no action in order to leave open the opportunity
for any better deal to be presented to all
Shareholders.

Canaccord Capital (Europe) Limited, which is regulated in the
United Kingdom by the Financial Services Authority, is acting
exclusively for Fusion and is acting for no one else in
connection with the Offer and will not be responsible to anyone
other than Fusion for providing the protections afforded to
clients of Canaccord nor for giving advice in relation to the
Offer.

CONTACT:  FUSION OIL & GAS PLC
           Peter Dolan, Chairman
           Phone: 020 8891 3252
           E-mail: pdolan@fusionoil.co.uk

           Alan Stein, Managing Director
           Phone: 00 61 89226 3011
           E-mail: astein@fusionoil.com.au

           COLLEGE HILL ASSOCIATES
           Phone: 020 7457 2020
           James Henderson
           E-mail: james.henderson@collegehill.com

           Phil Wilson-Brown
           E-mail:  phil.wilson-brown@collegehill.com

           CANACCORD CAPITAL (EUROPE) LTD.
           Toby Hayward
           Phone: 020 7518 7393
           Email:  toby_hayward@canaccordeurope.com


LLOYDS TSB: Pursues Asset Disposal with Sale of New Zealand Unit
----------------------------------------------------------------
Lloyds TSB Group Plc, which is trying to sell asset to focus on
core business, agreed to sell its New Zealand unit to Australia &
New Zealand Banking Group Ltd. for US$3.8 billion.

The disposal is the fifth the U.K. bank has made last year, and
makes the total value of its disposals almost US$5 billion.

``They are doing the sale because they are weak,'' said Andrew
Hobson, who helps manage the equivalent of about $645 million
including Lloyds shares at Exeter Investment Group in Exeter,
England, according to Bloomberg.

Lloyds TSB Group has been battling falling earnings for the last
two years.  It fell from being Britain's biggest bank by market
value eight years ago to fifth as its return on equity lagged
other banks.  Shares in Edinburgh-based Lloyds have declined
about 60 percent from a record high in April 1998.

``They are doing it to raise capital which has been brought under
strain and to protect the dividend,'' Mr. Hobson said.

Lloyds froze its 2002 second-half dividend for the first time in
at least 21 years and said the payout may not increase in line
with profit in future.

``The sale of National Bank of New Zealand continues the process
of managing the group's business portfolio to focus on our core
franchise,'' Chief Executive Eric Daniels said in a statement.
``A sale of the business at this time is in the best interest of
the group.''

Lloyds will also receive a NZ$575 million ($351 million) dividend
from ANZ Bank Australia & New Zealand Banking Group Ltd. in
addition to the purchase price.


MAL OPERATIONS: Meeting of Unsecured Creditors Set November 4
-------------------------------------------------------------
MAL OPERATIONS LIMITED
MAYFLOWER TECHNICAL SERVICES LIMITED
MAYFLOWER AEROSPACE (DIAC) LIMITED
MAYFLOWER AEROSPACE (CIVIL) LIMITED
MAYFLOWER AEROSPACE (METAL TREATMENTS) LIMITED
MAYFLOWER AEROSPACE (WREXHAM) LIMITED
MAYFLOWER AEROSPACE (POOLE) LIMITED
MAYFLOWER AEROPSACE (MILITARY) LIMITED
MAYFLOWER AEROSPACE (HANSFORD) LIMITED
MAYFLOWER AEROSPACE (FABRICATIONS) LIMITED
(in administrative receivership)

Notice is hereby given pursuant to Section 48(2) of the
Insolvency Act 1986, that a meeting of the unsecured creditors of
the above-named companies will be held at Holiday Inn Birmingham
Airport, Coventry Road, Birmingham B26 3QW on November 4, 2003 at
11.00 a.m. for the purpose of having laid before it a copy of the
report prepared by the Joint Administrative Receivers under
section 48 of the said Act.  The meeting may, if it thinks fit,
establish a creditors' committee to exercise the functions
conferred on it, by, or under the Act.

Creditors are only entitled to vote if:

(a) they have delivered to us at the offices of RSM Robson Rhodes
LLP, 186 City Road, London EC1V 2NU, no later than 1200 hours on
the business day before the meeting, written details of the debts
they claim to be due, and the claim has been duly admitted under
the provisions of the Insolvency Rules 1986; and

(b) there had been lodged with us any proxy which the creditor
intends to use on his behalf.

Creditors may obtain a copy of the report, free of charge, on
application to the Joint Administrative Receivers at RSM Robson
Rhodes LLP, 186 City Road, London EC1V 2NU.

CONTACT:  Simon Peter Bower
           John Neville Whitfield
           Charles William Anthony Scott
           Joint Administrative Receivers


MARCONI CORPORATION: Returns to Growth with 6% Rise in Sales
------------------------------------------------------------
Marconi Corporation plc (LSE: MONI; NASDAQ: MRCIY) on Thursday
provided a trading update for the second quarter ended September
30, 2003.

Mike Parton, Chief Executive, said: "Our performance during the
quarter reflects our persistent focus on sales, cash management
and cost reduction, despite the continued difficult trading
conditions in our industry.

'Whilst we remain cautious about the shorter term outlook, we are
confident for the Company's and industry's long term prospects.'

Interim Results - November 13, 2003

Marconi will announce interim results for the three months and
six months ended September 30, 2003 on November 13, 2003 and will
host a presentation for analysts and investors in London at 4
p.m. on that date.  Full details will be issued shortly.
Consequently, management will not host a conference call in
connection with this trading update.  Any analyst or investor
enquiries should be directed to Heather Green, head of Investor
Relations.

Basis of Preparation

The financial information in this trading update is un-audited
and has been prepared in accordance with U.K. accounting policies
set out in Marconi Corporation plc's 2003 Annual Report and
Accounts.

Trading Update

Orders and Sales Overview

Despite continued difficult conditions in the market for
telecommunications equipment and services, Marconi experienced a
higher level of demand in some areas by certain customers during
the quarter.  In aggregate, these pockets of increased demand
resulted in sequential growth in both orders and sales compared
to the first quarter of the financial year.  The Group is
beginning to see early signs of some of its major customers
looking towards next generation network projects but maintaining
a prudent stance to spending on current technologies and a
continued tight control of capex budgets.  As a result, Marconi
maintains its cautious view on potential volatility in near-term
market conditions.

At GBP389 million, Group sales increased by approximately 6%
compared to the previous quarter (Q1 FY04: GBP367 million).
Network Equipment, which accounted for 65% of second quarter
sales grew by some 10% with increases recorded across all of the
Group's U.S. equipment businesses (Broadband Routing & Switching
(BBRS), North American Access (NAA) and Outside Plant & Power
(OPP)) as well as in Access Networks in Europe.  Network Services
accounted for 35% of Group sales and was stable quarter on
quarter in both Europe and the U.S.

The level of orders received was higher than sales in both
Network Equipment and Network Services, leading to an overall
book-to-bill ratio of 1.22.  Book-to-bill is the ratio of order
intake divided by the level of sales in any given period.
Management use this as a key indicator of future short-term sales
performance in the Network Equipment business and the Group
strives to increase and maintain this ratio above 1.00 over any
12-month period.  Book-to-bill in Network Equipment increased to
1.14 (Q1 FY04: 1.02).  This ratio is less meaningful in Network
Services given the long-term contract nature of this business
where the full value of a service contract, which can typically
be several tens of millions of GBPsterling is booked at the point
of firm contract signature and then translates into sales over
the life of the contract, which can typically be over a period of
2 to 5 years.  Two major new long-term service contracts booked
in the quarter -- in the Middle East and Germany -- were the main
drivers of a book-to-bill ratio of 1.36 in Network Services (Q1
FY04: 0.85).

Order intake was up in most of the Group's main markets compared
to the first quarter, and particularly in Germany, United
Kingdom, United States and Asia Pacific.  In Germany, this was a
result of strong demand from wireless operators such as O2, E-
Plus and Vodafone, as they begin to roll out 3G mobile networks
in order to reach the 25% mobile coverage threshold prior to the
December 31, 2003 deadline set by the national regulator.  In the
United Kingdom, BT increased orders for optical equipment spares
and renewed a contract for care and maintenance services for its
System X narrowband switching network.  BBRS led the increase in
orders in the U.S. as a result of increased spending by the U.S.
Federal Government.  Growth in China and Malaysia was driven by
order renewals for optical equipment.

In addition to the major Network Service orders mentioned above,
recently announced significant business wins in Network Equipment
include a 3-year frame contract with BT for the provision of
Marconi's multi-service access node, the Access Hub.  Also using
this technology, FastWeb (Italy) became the world's first
operator to offer live broadcast services over ADSL with
multicast video technology.  In the U.S., Marconi announced the
sale of further units of its BXR-48000 multi-service switch-
router to the Federal Government.

Sales by Geographic Destination

in GBP million                       3 months ended
                                  Sept. 30   June 30   Sept. 30
                                   2002       2002     2002


EMEA                               223       220       289

North America                      131       111       142

CALA                                12         9        10

APAC                                23        27        45

Continuing Operations -            389       367       486
total

Discontinued Operations              -         -        28

Group                              389       367       514


Europe, Middle East and Africa (EMEA) accounted for GBP223
million or 57% of Group sales during the second quarter.  Growth
in Italy and Germany more than offset reduced levels of sales in
the U.K. and Middle East, leading to overall stability in sales
compared to the previous quarter (Q1: GBP220 million).

In the U.K., sales to BT were relatively stable quarter on
quarter but the mix of activities changed significantly.  An
increased level of service activities including installation and
commissioning and cable installation projects offset a reduction
in sales of optical network equipment as the Group's largest
customer continued to focus capital expenditure programs on
broadband access deployment rather than optical equipment.
Conformance testing of Marconi's Access Hub into BT's network is
progressing well and the Group expects to initiate shipments
under its recently awarded 3-year frame contract early in the
next calendar year.

Sales in the Middle East were down slightly on the previous
quarter as a result of the continued slowdown in the market
following the recent conflict in the region.  During the quarter,
Marconi announced a 3-year GBP46 million managed services
contract to provide operation and maintenance support for a
military network in the Middle East, which will commence in
February 2004.

In Italy, sales to Telecom Italia were down slightly in the
quarter as a result of phasing of shipments under Marconi's
optical frame contract but this was more than offset by sales
growth generated through increased deliveries of next generation
optical products, in particular the MSH64c and MSH2K optical core
switches to Vodafone (ex-Omnitel).  In Germany, growth was
fuelled by initial shipments to meet the increased demand for
fixed wireless access products from mobile operators described
above.

Marconi recorded strong growth in North America where sales
increased by 18% to GBP131 million (Q1: GBP111 million).  Three
main factors contributed to this trend: i) increased demand from
the U.S. Federal Government at the end of its fiscal year,
benefiting the Group's BBRS business; ii) increased spend on DSL
deployments benefiting the Group's North American Access
businesses; and iii) increased spending by U.S. wireless
operators benefiting the Group's Outside Plant & Power business.

There was no marked change in market conditions in Central and
Latin America (CALA) during the period.  Sales increased to GBP12
million from the low level of GBP9 million during the previous
quarter.  Current demand in CALA is coming from the wireless
rather than fixed wireline operators.

In Asia Pacific (APAC), sales fell by approximately 15% to GBP23
million.  Whilst sales to Telecom Malaysia were down quarter on
quarter, the operator has recently renewed Marconi's SDH frame
contract and placed an initial order for access equipment.  In
Australia, there was a slight decrease in sales as Telstra
delayed certain capital expenditure plans pending the outcome of
its bid to purchase the assets of IP1 (in receivership).

Sales by Product Area

in GBP million\                       3 months ended
                              Sept. 30   June 30   Sept. 30
                                2002       2002     2002


Optical Networks                 80         85          108
Access Networks                  48         44           69
Other Network Equipment          16         12           15
Europe/RoW Network Equipment    144        141          192
IC&M                             47         43           51
VAS                              61         64          105
Europe/RoW Network Services     108        107          156
Europe/RoW - Total              252        248          348
BBRS Equipment                   38         28           35
OPP Equipment                    39         35           34
North American Access            30         25           23
U.S. Network Equipment            107         88           92
BBRS Services                    15         15           24
OPP Services                     15         16           18
U.S. Network Services              30         31           42
U.S. businesses - Total           137        119          134
Network Equipment and Network   389        367          482
Services - Total
Other                             -          -            4
Continuing Operations -Total    389        367          486
Discontinued Operations           -          -           28
Group                           389        367          514

Optical Network sales were GBP80 million, down GBP5 million or 6%
on the previous quarter.  The market for optical network
equipment remains depressed, as expected, with operators spending
only to maintain the smooth running of existing infrastructure as
opposed to new build projects.  The Group expects this trend to
continue in the medium-term as operators focus capital
expenditure plans on the roll-out of broadband access networks.
From a geographic perspective, the drop in sales occurred in EMEA
while quarter on quarter sales in APAC and CALA were stable.  In
EMEA, which accounted for approximately 75% of Optical Network
sales in the period, the reduced level of sales to BT discussed
above were partially offset by increased sales to Vodafone and
Wind in Italy.  From a product line perspective, sales of DWDM
fell further during the quarter in the face of decreased demand
for this technology across the industry.  Sales of SDH equipment,
however, which accounted for over 80% of Optical Network sales in
the period, were up slightly quarter on quarter with further
progress made in migrating existing customers to Marconi's
recently launched next generation optical products with shipments
to the Italian market and orders received in China and the U.K.

Marconi recorded a 9% sequential increase in sales of Access
Networks, from GBP44 million in the first quarter to GBP48
million.  This was driven by the increased demand for fixed
wireless access products from German wireless operators described
above, with Fixed Wireless Access accounting for approximately
38% of Access Network sales in the quarter. Marconi maintained
the level of shipments of its multi-service access node, the
Access Hub, which accounted for approximately 20% of Access
Network sales with shipments to Telecom Italia, Wind and Telkom
South Africa. The balance of Access Network sales related to
Voice Systems (25%) and other legacy narrowband access products
(17%).

Sales of Other Network Equipment increased by 33% to GBP16
million (Q1 FY04: GBP12 million) mainly as a result of shipments
of multi-media terminals to Telefonica (Spain) and payphones into
the APAC market.

Overall Network Services in Europe/Rest of World were stable
quarter on quarter with an increased level of IC&M activity
particularly in Italy and the U.K. (up GBP4 million or 9% to
GBP47 million), offsetting slightly lower sales of Value-Added
Services (down GBP3 million or 5% to GBP61 million).  The
aftermath of the recent conflict in the Middle East and tough
market conditions in Wireless Software and Services continue to
affect the VAS business.  Reduced sales in these areas were,
however, partially offset during the quarter by an improvement in
cable installation services due to increased volumes from frame
agreements and by initial sales to a new customer in the German
transportation market within the Group's Integrated Systems
activity.

BBRS recorded 36% growth in equipment sales during the period,
which is typically a strong quarter for this business (up GBP10
million to GBP38 million).  This strong quarterly performance was
driven by increased sales to the U.S. Federal Government at the
end of this customer's fiscal year and includes sales of
Marconi's BXR-48000 multi-service switch router under the GBP6
million agreement announced at the end of the quarter.  BBRS
service sales were stable quarter on quarter at GBP15 million
with increased levels of professional services to the U.S.
Federal Government offset by a further decline, as expected, of
support sales to the Group's North American enterprise customer
base.

North American Access sales improved by GBP5 million or 20% to
GBP30 million during the quarter, largely as a result of the
acceleration of ADSL roll-outs (particularly at BellSouth).

OPP total sales increased by 6% from GBP51 million in the first
quarter to GBP54 million, with equipment sales up 11 percent to
GBP39 million and services relatively flat at GBP15 million
compared to GBP16 million in the previous quarter.  Marconi has
been successful in securing a number of new wins of outside plant
and power systems, primarily fuelled by increased demand from
North American wireless operators.

The net impact of foreign exchange translation on Group sales
compared to the previous quarter was negligible.

The ten largest customers during the three months ended 30
September 2003 were (in alphabetical order) AT&T, BellSouth, BT,
Metro City Carriers, Sprint, Telecom Italia, U.S. Federal
Government, Verizon, Vodafone Group and Wind.  In aggregate,
these customers accounted for 52% of sales of continuing
operations (Q1 FY04: ten largest customers 51%).  BT accounted
for 19% of sales of continuing operations (Q1 FY04: 20%).

Sales Outlook

The Group is beginning to see early signs of some of its major
customers looking towards next generation network projects but
maintaining a prudent stance to spending on current technologies
and a continued tight control of capex budgets.  As a result,
Marconi maintains its cautious view on potential volatility in
near-term market conditions and believes it to be too early in
the cycle for these early signs to be an indicator of market
recovery.  Whilst there has been some improvement in visibility
of future orders from some customer accounts in certain areas,
the ability to accurately predict sales beyond the current
quarter remains challenging.

Nevertheless, Marconi is targeting to achieve stable sales in the
third quarter compared to the GBP389 million recorded in the
quarter just ended.  This is partly based on the order gap, which
is at the same level as the Group enters the current quarter as
it was at the beginning of the second quarter, and is
significantly lower than at the same period in the first quarter
of the financial year.  The Group defines order gap as the orders
to be booked in order to reach the targeted level of sales in any
given quarter and management considers this to be a meaningful
measure of future short-term sales performance.  In addition, the
Group expects the strong demand for fixed wireless access
products in Germany to continue to translate through to sales
until the end of the calendar year.

Operational Performance

There was a marked improvement in operational performance
compared to the previous quarter and Marconi made further
progress towards its financial year-end operational targets.  In
particular, substantial cost savings achieved in the Group's
supply chain and engineering operations and the significantly
improved business mix driven by the increased proportion of
higher-than-average margin BBRS equipment and services, led to a
strong increase in gross margin (before exceptional items).
Savings in the Group's supply chain were mainly the result of the
transfer of its outsourced operations to lower cost Jabil
locations in Hungary and Scotland.

Group headcount was reduced to approximately 14,100 at September
30, 2003 from approximately 14,700 at June 30, 2003.
Approximately 260 employees were transferred to Finmeccanica
during the quarter following the disposal of Marconi's UMTS
activity, which was completed in August 2003.

Further significant cost actions have been taken recently, which
will bring further benefits in future periods.  These include i)
the outsourcing of the Group's fixed wireless access
manufacturing operations in Offenburg (Germany) to Elcoteq signed
in October 2003, the full benefits of which will begin to come
through during the financial year ending 31 March 2005, and ii)
the closure of the Group's headquarters for the CALA region
previously based in Florida (U.S.A).  All corporate functions for
the CALA region will be managed from the Group's Italian
operations, where the Group's relationships with customers in
Brazil and Mexico originated.  Sales and marketing and general
and administrative cost savings generated by this move will take
effect during the current quarter.

The Group will disclose full details of gross margin, operating
costs, exceptional items (relating mainly to its ongoing
operational restructuring process) and overall operating result
in its interim results announcement on November 13.

Cash Flow

Marconi recorded its fourth consecutive quarter of positive
operating cash flow (before exceptional items), largely as a
result of further improvements in working capital metrics
particularly a reduction in debtor days.  This was the result of
the successful negotiation of improved payment terms with a
number of key customers in Northern Europe.  Positive operating
cash flow combined with the proceeds from disposals completed
during the quarter (including the Group's stake in Easynet Group
plc and Bookham Technology plc) more than offset non-operating
cash outflows incurred in the period.  These included exceptional
operating cash outflows mainly related to final fees paid to
advisors to complete the financial restructuring and to the
Group's ongoing operational restructuring.

In accordance with the terms of the Group's new Notes, proceeds
from disposals and certain releases of cash collateral relating
to performance bonds were applied to the mandatory partial
redemption of Junior Notes at 110% face value.  In total during
the quarter, approximately US$186 million (approximately GBP116
million) was used to fund the US$169 million (approximately
GBP106 million) reduction in principal amount of the Junior Notes
and the US$17 million (approximately GBP10 million) redemption
premium.  Full cash flow details will be disclosed in the Group's
interim results announcement.

Cash and Debt

Group net cash increased to GBP99 million at September 30, 2003
compared to net cash of GBP5 million at June 30, 2003.  The
following table sets out the composition of the Group's net cash
balances at 30 June and 30 September 2003:


in GBP million                Sept. 30, 2003      June 30, 2003

Senior Notes 1                       (432)         (435)

Junior Notes 2                       (191)         (295)

Other bilateral and bank debt         (50)          (53)

Gross financial indebtedness         (673)         (783)

Cash and liquid resources             772           788

Net Cash                               99             5

     1. US$717 million
     2. US$487 million at 30 June 2003 reduced to US$318 million
at September 30, 2003

At September 30, 2003, the Group's cash and liquid resources
totaled GBP772 million (June 30, 2003: GBP788 million).  Of this
amount, GBP210 million represented amounts which would be
classified as restricted cash, and GBP562 million represented
free cash available to the Marconi Corporation plc Group.  The
following table sets out the breakdown of these restricted and
free cash balances at June 30 and September 30, 2003:


in GBP million                    Sept. 30, 2003   June 30, 2003
Performance Bonds:

         Cash collateral on existing          108         121
         performance bonds

         Cash collateral on new performance    27          22
         bonding facility

         Performance bonding escrow account    41          41

Total - Performance Bonds                    176         184

Captive insurance company                     19          18

Collateral on secured loans in Italy          13          15

Mandatory Redemption Escrow Account (MREA)     2           -

Total Restricted Cash                        210         217

Cash held at subsidiary level and cash in transit
                                               65          84

Available Treasury deposits                  497         487

Total Cash and Liquid Resources              772         788

During the quarter, the Group was able to release approximately
GBP13 million from cash collateral on performance bonds issued
prior to completion of the financial restructuring.  Of this
amount, approximately GBP4 million was placed as collateral
against the Group's new bonding facility and approximately GBP9
million was applied to partial redemption of the Group's Junior
Notes.  The new bonding facility allows Marconi Bonding Limited
to procure a total of GBP50 million of performance bonding.
These bonds will be fully collateralized, with 50% of collateral
being placed at time of issuance of the bond (GBP2 million at
September 30, 2003, GBP1 million at June 30, 2003) and 50% being
rolled over from releases of collateral on existing bonds (GBP25
million at September 30, 2003, GBP21 million at June 30, 2003).

Also, in the quarter, the Group continued to optimize the level
of cash balances held within the Group's Treasury centers and
this was the main reason for the GBP19 million reduction in cash
held at subsidiary level and cash in transit in the table above.

Gross financial indebtedness at September 30, 2003 stood at
GBP673 million, a reduction of GBP110 million compared to the
position at June 30, 2003.  This related mainly to the impact of
the mandatory partial redemptions of the Junior Notes completed
on July 31, 2003 (US$66 million, approximately GBP41 million) and
September 30, 2003 (US$103 million, approximately GBP65 million).
Proceeds from the sale of the Group's stake in Bookham Technology
plc were transferred from available Treasury deposits to the
Mandatory Redemption Escrow Account after the end of the quarter.
As previously disclosed, these were used to fund a further
mandatory partial redemption of the Junior Notes on October 17,
2003 (US$29 million, GBP17 million) further reducing the
principal amount of Junior Notes outstanding to US$289 million
(approximately GBP174 million) at that date.

The balance of the reduction in gross financial indebtedness
during the quarter related mainly to the reduction in bilateral
and other bank debt.

As previously notified on August 28, 2003, Marconi has elected to
make the second coupon payment due on its Junior Notes on October
31, 2003 in cash (approximately GBP4.3 million).

About Marconi Corporation plc

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

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

Additional information about Marconi Corporation can be found at
http://www.marconi.com


ROYAL & SUNALLIANCE: Ratings of European Operations Confirmed
-------------------------------------------------------------
Moody's Investors Service confirmed the ratings of the Royal &
Sun Alliance Group and its European operations after the
company's successful rights issue, and renegotiation and renewal
of external bank lines.

The insurer launched a GBP960 million rights issue, which
received widespread positive response, at the same time that it
was able to restructure external bank lines due to expire October
2003.  Furthermore, its financial leverage was expected to be at
lower level going forwards.

Moody's believes the measures were able to stabilize the group's
position.  The group's decision to adjust and refocus its global
strategy could also lead to a more stable and sustainable level
of profit in future if executed successfully.

On the negative side, Moody's believe that the group will
continue to be exposed to any adverse deterioration in its prior
years exposure to run-off and disposed U.S operations, that could
necessitate raising of additional capital for its U.K. Life run-
off funds.

(a) Rating confirmed:

Royal & Sun Alliance Insurance Plc, commercial paper rating at
Prime-3.

(b) Ratings confirmed with negative outlooks:

Royal & Sun Alliance Insurance Plc: insurance financial strength
rating at Baa2;

Royal & Sun Alliance Insurance Group Plc: subordinated debt
rating at Ba2;

Royal & Sun Alliance Life & Pensions Limited: insurance financial
strength rating at Ba1;

Sun Alliance & London Assurance Company Ltd: insurance financial
strength rating at Ba1; and

Sun Alliance & London Insurance Plc.: insurance financial
strength rating at Baa2.

(c) Ratings confirmed with stable outlooks:

Codan Insurance Company Limited: insurance financial strength
rating at Baa3; and

Trygg-Hansa Insurance Company Ltd.: insurance financial strength
rating at Baa3.

(d) Ratings lowered with negative outlooks:

Royal Indemnity Company: insurance financial strength rating to
Ba3 from Ba1;

Royal Insurance Company of America: insurance financial strength
rating to Ba3 from Ba1;

Security Insurance Company of Hartford: insurance financial
strength rating to Ba3 from Ba1;

The Sea Insurance Company of America: insurance financial
strength rating to Ba3 from Ba1;

Globe Indemnity Company: insurance financial strength rating to
Ba3 from Ba1;

Guaranty National Insurance Company: insurance financial strength
rating to Ba3 from Ba1;

American and Foreign Insurance Company: insurance financial
strength rating to Ba3 from Ba1;

Safeguard Insurance Company: insurance financial strength rating
to Ba3 from Ba1;

Viking Insurance Company of Wisconsin: insurance financial
strength rating to Ba3 from Ba1;

The Fire and Casualty Insurance Company of Connecticut: insurance
financial strength rating to Ba3 from Ba1;

Phoenix Assurance Company of New York: insurance financial
strength rating to Ba3 from Ba1;

The Connecticut Indemnity Company: insurance financial strength
rating to Ba3 from Ba1;

Peak Property and Casualty Corporation: insurance financial
strength rating to Ba3 from Ba1;

Atlantic Indemnity Company: insurance financial strength rating
to Ba3 from Ba2;

Atlantic Security Insurance Company: insurance financial strength
rating to Ba3 from Ba2;

Guaranty National Insurance Company of Connecticut: insurance
financial strength rating to Ba3 from Ba2;

Unisun Insurance Company: insurance financial strength rating to
Ba3 from Ba2; and

Orion Insurance Company: insurance financial strength rating to
Ba3 from Ba2.


SCOTIA HOLDINGS: To Hold Bondholders Meeting November 18
--------------------------------------------------------
Notice is hereby given that a meeting of the holders of
GBP50,000,000 8.5% Unsecured Convertible Bonds due 2002 issued by
Scotia Holdings PLC (in administration) is convened for the
purpose of considering and, if thought fit, passing the first
extraordinary resolution and the second extraordinary resolution,
pursuant to the provisions of the Bonds and the Trust Deed
provided that, in the event of the passage of the First
Extraordinary Resolution, the Second Extraordinary Resolution, if
passed, shall not take effect.  The Resolutions authorize the
trustee of the Bonds, Deutsche Trustee Company Limited, to vote
in favor or, or against, a scheme of arrangement that has been
proposed by Scotia (acting by the Administrators, pursuant to
section 425 of the Companies Act 1985).

The affairs, business and property of Scotia are currently being
managed by Thomas Merchant Burton, Andrew James Rodney Wollaston
(insolvency practitioners of Ernst & Young LLP, Rolls House, 7
Rolls Buildings, Fetter Lane, London EC4A 1NH) and Christopher
John Wilkinson Hill (formerly of Ernst & Young LLP), all of whom
were appointed as joint administrators of Scotia pursuant to an
order of the High Court dated January 29, 2001, or such persons
who are appointed to act as administrators of Scotia and without
personal liability.

This notice is issued by Scotia, acting by the Administrators,
pursuant to the provisions of the Bonds and the trust deed dated
March 26, 1998 by which the Bonds are constituted.  Capitalized
terms used in this notice which are not defined herein shall bear
the same meaning as ascribed to them in the Trust Deed.

The Meeting will be held at Winchester House, 1 Great Winchester
Street, London, EC2N 2DB, United Kingdom on November 18, 2003 at
11:00 a.m.  If a quorum is not present within 15 minutes from
that time, the Meeting will be dissolved.

Bearer Bonds may be deposited with (or to the order of) the
Paying and Conversion Agent for the purpose of obtaining voting
certificates or appointing proxies not later than 48 hours before
the time fixed for the Meeting.

A copy of a longer form of this notice (which includes
information regarding the Resolutions and voting arrangements)
will be circulated to all Bondholders of whom the Administrators
are aware.  Bondholders may obtain further information from Margo
McLenan at Ernst & Young LLP, George House, 50 George Square,
Glasgow, G2 1RR, United Kingdom (Phone: +44 (0)141 626 5291, Fax:
+44 (0)141 626 5003) and the Principal Paying and Conversion
Agent at Deutsche Bank AG London, Winchester House, 1 Great
Winchester Street, London, EC2N 2DB (Phone: +44 (0)20 7545 8000,
Fax: +44 (0)20 7547 0372, Attention: Corporate Trust and Agency
Services).

In accordance with usual practice, the Trustee expresses no
opinion on the merits of the Resolutions referred to above but
has authorized it to be stated that it has no objection to such
Resolutions being put to Bondholders for consideration, and has
given its approval to the form of this notice.

This notice is given by Thomas Merchant Burton, Administrator,
for and on behalf of Scotia Holdings PLC (in administration), as
its agent and without personal liability, on October 22, 2003.


SPORTINGBET PLC: Set for Growth After Solving Earn Out Issues
-------------------------------------------------------------
Sportingbet, the world's leading online sports betting company,
is pleased to announce its results for the six months ended
September 30, 2003.

Highlights

(a) Turnover of GBP410.9 million (2002: GBP428.6 million
restated).

(b) Gross profit of GBP30.1 million at 7.3% of turnover (2002:
GBP31.7 million at 7.4% restated).

(c) Operating profit of GBP0.8 million (2002: GBP2.2 million)
before amortization of goodwill of GBP3.4 million (2002: GBP5.0
million) exceptional costs of GBP1.8 million (2002: GBPNil) and
share of operating loss in associate of GBP0.2 million (2002:
GBPNil).

(d) Loss before tax of GBP5.7 million (2002: loss of GBP3.8
million) after finance costs and amortization of goodwill.

(e) Loss per share pre exceptional costs and amortization of
goodwill of 0.3p (2002:  earnings of 0.7p).

(f) GBP20.1 million of cash and cash deposits on the balance
sheet (2002: GBP19.6 million).

(g) GBP3.4 million cash inflow from operating activities (2002:
GBP3.5 million).

(h) Further progress in development of the business:

      (i) All regions operating profitability for the period.
     (ii) Customer numbers up 122,059 to 1,005,030.
    (iii) 10 million sports bets taken.
     (iv) Four new white label contracts signed and launched in
          Europe.
      (v) New payment processing channels in place in the U.S.
          market.

Sportingbet Plc Chairman, Peter Dicks said:
"We have experienced some difficult payment processing issues in
the period under review.  Notwithstanding this, Sportingbet has
continued to make good progress in the historically quiet first
half.  Each region of the Group was profitable at an operating
level, the first time we have achieved this.  The Board is
particularly encouraged by the strong growth in our European
business.

It is clear that there is a substantial demand for Sportingbet's
products and services as illustrated by the continued organic
growth in customer numbers.

With earnout considerations resolved, the Board's focus is now
firmly centered on driving organic growth and, as we enter the
busy six months of the company's year, we look forward with
cautious optimism.'

Financial Results

Six months to September 30, 2003

As part of the settlement of the U.S. earnout in July 2003,
Sportingbet acquired for nil consideration the ownership of
certain casino sites previously operated as white labels.

Reflecting the increase in importance of these revenue streams to
the Group, Sportingbet has now changed its accounting policy for
casino revenue.  Previously, Group turnover for casino was shown
as the total value of bets placed.  Sportingbet has now adopted
the generally accepted method of the net win on casino activities
being shown as turnover.  This change will have the effect of
reducing Group turnover and increasing the gross margin
percentage.

In addition, and taking account of this change in accounting, the
impact of the acquisition has reduced white label fee income and
increased casino income revenue.  Finally, prior to the
acquisition, a proportion of the total income from these sites
was also applied to the Group's marketing costs as compensation
for marketing done on their behalf. This has also now been
included in turnover in order to provide meaningful comparator
information.  All comparatives and year to date numbers have been
restated accordingly.

Turnover for the six months to September 30, 2003 was GBP410.9
million (2002: GBP428.6 million), comprising GBP399.3 million on
sports betting (2002: GBP416.2 million), GBP10.0 million on
casino betting (2002: GBP9.9 million) and GBP1.6 million from
sports and casino 'white label' services (2002: GBP2.5 million).
The shortfall in turnover compared to last year is primarily
attributable to the integration of new payment processing
channels for U.S. customers.  As part of that integration, the
total amount of customer deposits processed through these new
channels was gradually increased in order to ensure that the new
channels were both scaleable and robust.  As as result, customers
were not able to deposit as much as they would have liked and
turnover was inevitably impacted.  This affected sports, casino
and white label revenues.  Full deposit taking capacity was
reached in the second week of September and since then turnover
has been in line with our expectations.

Gross profit for the six months to 30 September 2003 was GBP30.1
million (2002: GBP31.7 million), representing 7.3% of turnover
(2002: 7.4%).  The gross margin on sports betting was GBP18.5
million (2002: GBP19.3 million), GBP10.0 million on casino
betting (2002: GBP9.9 million) and GBP1.6 million on white label
services (2002: GBP2.5 million).  This represented 4.6%, 100% and
100% of their respective turnovers (2002: 4.6%, 100% and 100%).
As previously reported during the last two weeks of September
(the largest trading month of the period) gross margin was
adversely impacted by an estimated GBP2 million due to an
abnormally high number of unfavorable sporting results in the
U.S. (NFL) and in Europe (soccer).

During the six months to September 30, 2003, administration costs
were GBP29.3 million (2002: GBP29.5 million), before amortization
of goodwill and exceptional costs, representing 7.1% of turnover
(2002: 6.9%).   Major items of administration costs were:
marketing GBP10.2 million (2002: GBP9.6 million), information
technology GBP3.5 million (2002: GBP3.7 million), banking fees
GBP5.1 million (2002: GBP5.1 million) and employee costs GBP5.7
million (2002: GBP6.0 million).

Operating profit before amortization of goodwill was GBP0.8
million (2002: GBP2.2 million).  After charging exceptional costs
of GBP1.8 million (2002: GBPNil), amortization of goodwill of
GBP3.4 million (2002: GBP5.0 million), share of operating loss in
an associate of GBP0.2 million (2002: Nil) and net finance costs
of GBP1.1 million (2002: GBP1.0 million), the loss before tax was
GBP5.7 million (2002: GBP3.8 million).   Exceptional costs of
GBP1.8 million relate to legal and professional fees associated
with renegotiating the Sportsbook earnout and offer discussions
with a third party earlier in the year.

Included within finance costs is a non cash charge of GBP0.6
million (2002: GBP0.8 million) in respect of the FRS7 requirement
to discount future earnout liabilities back to current values.
The final charge was made in July 2003 when the Sportsbook
earnout was settled.  The loss per share before exceptional costs
and amortization of goodwill was 0.3p (2002: earnings of 0.7p).
The basic loss per share was 3.0p (2002: 2.4p).

The Group generated operating cash inflows of GBP3.4 million
(2002: GBP3.5 million) and as at September 30, it had GBP20.1
million of cash and cash deposits on its balance sheet (2002:
GBP19.6 million).

Three months to September 30, 2003

Turnover for the three months to 30 September 2003 was GBP210.8
million (2002: GBP213.1 million) comprising GBP205.5 million on
sports betting (2002: GBP207.5 million), GBP4.6 million on casino
betting (2002: GBP4.3 million) and GBP0.7 million from sports and
casino 'white label' services (2002: GBP1.3 million).  Gross
profit for the three months to 30 September 2003 was GBP14.3
million (2002:GBP16.6 million), representing 6.8% of turnover
(2002: 7.8%).  The gross margin on sports betting was GBP9
million (2002: GBP10.9 million), GBP4.6 million on casino betting
(2002: GBP4.3 million) and GBP0.7 million on 'white labels'
(2002: GBP1.3 million).  This represented 4.4%, 100% and 100% of
their respective turnovers (2002: 5.3%, 100% and 100%).

Administration costs of GBP14.9 million (2002: GBP15.7 million),
before amortization of goodwill, represented 7.1% of turnover
(2002: 7.4%).  Major items of administration costs were:
marketing GBP5.8 million (2002: GBP5.0 million), information
technology GBP1.5 million (2002: GBP1.9 million), banking fees
GBP2.3 million (2002: GBP2.9 million) and employee costs GBP3.2
million (2002: GBP3.3 million).  The reduction in banking fees
reflects the new lower cost payment channels.

Operating loss before amortization of goodwill was GBP0.6 million
(2002: profit of GBP0.9 million), representing 0.3% of turnover
(2002: profit of 0.4%). After charging exceptional costs of
GBP1.8 million (2002: Nil), amortization of goodwill of
GBP1.7million (2002: GBP2.6million), share of operating loss in
an associate of GBP0.2million (2002: Nil) and net finance costs
of GBP0.5 million (2002: GBP0.6 million) loss before tax was
GBP4.8 million (2002: GBP2.3 million).

Finance costs include the final non cash charge of GBP0.2 million
(2002: GBP0.4 million) in respect of the FRS7 requirement to
discount future earnout liabilities to current values.  Loss per
share before exceptional costs and amortisation of goodwill was
0.8p (2002: earnings of 0.2p). The basic loss per share was 2.6p
(2002: 1.4p).  Improved working capital movements enabled the
Group to generate operating cash inflows of GBP7.4 million (2002:
GBP4.3 million).

Review of Operations

In the six months ended September 30 2003, registered customer
numbers increased from 882,971 to 1,005,030.  All of this
increase arose from organic marketing activities.

CUSTOMER NUMBERS

Region       31 Mar 02     30 Sep 02     31 Mar 03     30 Sep 03

AMER           468,429      552,939        644,349       673,712
EMEA            54,884      162,443        201,514       288,869
AA              35,274      37,324          37,108        42,449
Total           558,587    752,706         882,971     1,005,030

AMERICA (AMER)

In the six months ended September 30, 2003 Sportingbet's U.S.
facing business has enhanced its product offering through the
introduction of new products including betting in-running, a new
and upgraded casino, and an internet bingo platform.

Further product enhancements including horse racing and poker
will be introduced in the autumn.

Towards the end of the six-month period, lower cost bank
processing channels were introduced.  The Board continues to
place great emphasis on this area.  In light of the difficulties
experienced, the Board is not at this time prioritizing the
integration of any new white label opportunities in the U.S.
market.

For the six months to September 30, 2003, customer numbers have
increased by 29,363 (4.6%), all through organic marketing
activities.  This increase is after a one-off adjustment of
69,186 customers who have not placed a bet with the business
since the acquisition of Sportsbook in July 2001.  The number of
sports bets placed fell by 454,000 to 5.8 million (2002: 6.3
million), reflecting the initial scaling up of the new payment
processing channels.  The average bet size remained stable at $60
(2002: $62). The cost of taking a bet, represented by total
operating costs divided by the number of sports bets placed, fell
to GBP3.18 per bet (2003:GBP3.58).  This fall represents the
lower cost operating platform following the integration of
Sportingbet's U.S. facing business in July last year and the
lower cost banking solutions now in place.

Gross margin from sports bets was 5.6% (2002: 5.4%).  Casino and
fee income at a 100% margin was GBP8.7 million (2002: GBP11.9
million).  Gross margin on sports for the first five months of
the period was 6.0% (2002: 5.0%).  Gross margin on sports in
September however was 4.7% (2002: 6.4%), reflecting the poor
results in the last two weeks of the period.

EUROPE, MIDDLE EAST AND AFRICA (EMEA)

In the six months ended September 30, 2003 Sportingbet's European
business has made further strong progress.  The penetration of
Sportingbet's products and the recognition of its brand in
Europe's primary betting markets both continue to advance
strongly.  This has been enhanced through a targeted organic
marketing campaign and the introduction of a wide range of new
products such as in-running betting, virtual games, poker and an
upgraded casino.  Sportingbet has also launched a dedicated
gaming platform thegamesroom.com and has secured contracts for
and launched four white label sites.

As a result of these initiatives, customer numbers in the
European region have risen sharply by 87,355 (43%) from 201,514
to 288,869.  The number of sports bets placed has increased by
2.1m to 3.5 million (2002: 1.4 million).  The average bet size
fell during the period to GBP19 (2002: GBP25).  This reduction
reflects the penetration into new lower staking markets.  The
gross margin from sports bets increased to 5.9% (2002: 3.3%).
Gross margin on sports for the first five months of the period
was 6.6% (2002: 3.2%).  Gross margin on sports in September
however was 3.1% (2002: 4.3%), reflecting the poor results in the
last two weeks of the period.

Over the past 18 months the European business has progressively
introduced a broad range of casino and gaming products. Gross
margin from these products has risen by GBP2.4 million to GBP2.9
million.  In line with the increase in scale of the region's
business, the cost of taking a bet has fallen to GBP2 (2002:
GBP3.04) and is the lowest in the Group.

AUSTRALIA AND ASIA (AA)

In the six months ended September 30, 2003 Sportingbet's business
in Asia and Australia made good progress.  The Board's strategy
of moving away from the wholesale market to a predominantly
retail Internet platform is progressing in line with
expectations.  Sportingbet's Internet platforms in Australia
(sportingbet.com.au) and China (sb28.com) have both performed
well since their respective launches in June 2003.  Retail
customer numbers and trading margins on both sites are
encouraging.

Customer numbers have risen by 5,341 (14%), all from organic
marketing activities.  This rise is somewhat faster than has
previously been the case, reflecting the change in emphasis to
the Internet.  The number of bets has increased from 0.4 million
to 0.7 million, with the Internet now taking one third of all
bets.

The average bet size fell during the period to GBP177 (2002:
GBP235).  Gross margin increased to 3.5% (2002: 2.9%).  The cost
of taking a bet has fallen to GBP4.61 (2002: GBP7.71).

Regulatory Developments

In the six months ended September 30, 2003 the discussion in the
U.K. regarding the regulation and modernization of its gambling
legislation has advanced, and the Board welcomes the proposed
changes being put forward by the DCMS.  Elsewhere within the
European Union, Denmark and Holland continue to follow a more
protectionist approach.

In the U.S., the regulatory debate continues.  Following the
passing of a prohibitive Bill (Bachus H2143) in the House of
Representatives last autumn, albeit with no civil or criminal
penalties, Senator Kyl has sought to move a sister Bill (S627) in
the Senate.  After encountering difficulties, Senator Kyl is
presently seeking to add his Bill to a catch-all, lightly debated
end of session Appropriations Bill in November.  It is difficult
to assess the chances of this succeeding, however it is clear
that any Internet Bill can no longer be presented as non-
contentious.  The Board believes that the position remains one of
uncertainty and that the debate is likely to continue for some
time yet.

As part of its previously stated policy, the Government of
Australia is currently reviewing the regulatory framework for the
industry.  The Board expects the initial findings from this
review to be published this calendar year.

Outlook

During the first six months of the current financial year,
Sportingbet has continued to make progress in the development of
its business.  Sportingbet's European business continues to grow
strongly.  The Australian region has recovered from the
difficulties of last year and the new Internet focus into the
region has begun well.  In the U.S., the Group's product
portfolio and bank processing channels have both been enhanced.

After the first three weeks of the second half of the year,
traditionally the busier sporting season, trading volumes are
good across all regions and the Group is performing in line with
management's expectations.

The Board believes that the current financial year end and
quarterly reporting cycle is not ideally balanced to allow the
effects of any short term margin swings to even themselves out.
Both the Half Year and the Full Year reporting periods presently
end in a peak trading month immediately following a quiet trading
month and the Group's trading results can be unduly affected by
margin movements in these peak months.  Accordingly, to provide a
better balance to its reporting cycle, with effect from this
Financial Year Sportingbet will be changing its year-end to July
31.  Sportingbet will report its results for the three months to
March 31, 2004 as the fourth quarter of the current financial
year followed by its results for the 16 months to July 31, 2004
after completion of the audit.

To See Financial Statement:
http://bankrupt.com/misc/Sportingbet_Results.htm

CONTACT:  SPORTINGBET PLC
           Phone: 020 7251 7260
           Nigel Payne (Group Chief Executive)
           Andrew McIver (Group Finance Director)

           CUBITT CONSULTING:
           Phone: 020 7367 5100
           Peter Ogden


STIRLING GROUP: Potter Offer Declared Wholly Unconditional
----------------------------------------------------------

he directors of Potter Acquisitions Limited and the Independent
Directors of Stirling Group plc announce that all conditions of
the Offer made by PricewaterhouseCoopers LLP on behalf of
Potter for Stirling have now either been satisfied or waived.

Accordingly, the Offer is now unconditional in all respects.  The
Offer will remain open for acceptance until further notice.

As at 1.00 p.m. on October 23, 2003, valid acceptances of the
Offer had been received in respect of a total of 77,275,866
Stirling Shares, representing approximately 90.97% of Stirling's
issued share capital.  Of these acceptances, those relating to
10,193,005 Stirling Shares (representing approximately 12.0% of
Stirling's issued share capital) had been received from persons
acting, or deemed to be acting, in concert with Potter.

Save as disclosed in this announcement, or in the Offer update
announcement on October 15, 2003, neither Potter nor any person
acting, or deemed to be acting, in concert with Potter owned or
controlled any Stirling Shares (or rights over such shares)
immediately prior to the commencement of the Offer Period, or has
acquired or agreed to acquire (other than pursuant to the Offer)
any Stirling Shares (or rights over such shares) during the Offer
Period.

Settlement of the consideration due to accepting Stirling
Shareholders will be dispatched by no later than November 6, 2003
in respect of Stirling Shares for which valid and complete
acceptances of the Offer were received on or before 3.00 p.m. on
October 23, 2003.  Settlement of consideration in respect of
acceptances received after 3.00 p.m. on October 23, 2003 will be
dispatched within 14 days after the receipt of a valid Form of
Acceptance complete in all respects.

As stated in the Offer Document, Potter intends, if it receives
acceptances under the Offer in respect of 90% or more of the
Stirling Shares to which the Offer relates, to exercise its right
pursuant to the provisions of Sections 428 to 430F of the
Companies Act 1985 to compulsorily acquire the remaining Stirling
Shares for which valid acceptances of the Offer have not been
received.  It is furthermore Potter's intention to procure that
Stirling applies for cancellation of the trading of Stirling
Shares on the London Stock Exchange's main market for listed
securities and of the listing of Stirling Shares on the Official
List.  It is anticipated that such cancellation will take effect
no earlier than 20 November 2003 which is twenty business days
from the date of this announcement.  A resolution will be
proposed to re-register Stirling as a private company under the
relevant provisions of the Act as soon as such cancellation has
taken effect.

Stirling Shareholders who wish to accept the Offer, but have not
already done so, should return their completed Form(s) of
Acceptance as soon as possible.

Words and expressions defined in the Offer document dated 23
September 2003 have the same meaning in this announcement unless
the context otherwise requires.

PricewaterhouseCoopers, which is authorized by the Financial
Services Authority for investment business activities, is acting
exclusively for Potter and no one else in connection with the
Offer and will not be responsible to anyone other than Potter for
providing the protections afforded to customers of
PricewaterhouseCoopers or for giving advice in relation to the
Offer.

The directors of Potter accept responsibility for the information
contained in this announcement and, to the best of their
knowledge and belief (having taken all reasonable care to ensure
that such is the case), the information contained in this
announcement is in accordance with the facts and does not omit
anything likely to affect the import of such information.

23 October 2003


TRINITY INSURANCE: Scheme Creditors to Meet December 4
------------------------------------------------------
Notice is hereby given that, by an Order dated October 13, 2003
made in the matter of matter of the Companies Act 1985, the High
Court of Justice (In England) Chancery Division Companies Court
has directed that meetings be convened of the Scheme of
Arrangement hereinafter mentioned of Trinity Insurance Company
Limited for the purpose of considering and, if thought fit,
approving with or without modification an Amending Scheme of
Arrangement proposed to be made pursuant to Section 425 of the
Companies Act 1985, amending certain terms and provisions of a
Scheme of Arrangement dated December 31, 1992 which became
effective on March 18, 1993 between the Company and its Scheme
Creditors.

The New Court Meetings will be held consecutively at The
Painters' Hall, 9 Little Trinity lane, London EC4V 2AD on
Thursday, December 4, 2003 at these times:

(a) the meeting of Scheme Creditors with Potentially Protected
Liabilities as defined in the Amending Scheme at 11 a.m.; and

(b) the meeting of Scheme Creditors with Liabilities other than
Potentially Protected Liabilities at 11.05 a.m. (or as soon
thereafter as the preceding meeting shall have concluded or been
adjourned).

The Chairman of the New Court Meetings will address Scheme
Creditors concurrently on the common parts of the Amending Scheme
and on issues relevant to voting at the commencement of the first
meeting.

A downloadable file of the proposed Amending Scheme of
Arrangement, Explanatory Statement and Appendices is now
available on the Company's website at
http://trinityinsurance.co.ukand should a printed copy be
required, please send your request to the Scheme Administrator
c/o Omni Whittington Insurance Services, Omni Whittington Court,
Whitfield Street, Gloucester, GL1A 1NA, England as soon as
possible and in any event before December 1, 2003 and the said
documents will be sent to you together with a blank Voting and
Proxy Form(s).

Scheme Creditors may attend and vote in person at the New Court
meetings or they may appoint another person, whether a Scheme
Creditor or not, as their proxy to attend and vote in their
place.

It is requested that forms appointing proxies should be lodged
with the Scheme Administrator c/o Omni Whittington Insurance
Services at the above address, not less than 48 hours before the
time appointed for the New Court Meetings but if these forms are
not lodged they may be handed to the Chairman at the New Court
Meetings.  Please note that faxed and emailed Voting and Proxy
Forms will not be counted unless the signed originals (and any
accompanying documents) are received by the Scheme Administrator
c/o Omni Whittington Insurance Services limited by close of
business on Thursday, December 11, 2003.

Each Scheme Creditor or his proxy will be required to register
his attendance prior to the commencement of the meetings.
Registration will commence at 10.30am.

By the same Order, the Court has appointed Paul Anthony Brereton
Evans, or failing him, Douglas Nigel Rackham to act as Chairman
of the New Court Meetings and has directed the Chairman to report
the results of the New Court Meetings to the Court.

The Amending Scheme of Arrangement will be subject to the
subsequent approval of the High Court of Justice.

CONTACT:  PINSENTS
           1 Gresham Street, London EC2V 1BU
           DX 1008 London Chancery
           Phone: 020 7606 9301
           Fax: 020 7606 3305
           Homepage: http://www.pinsents.com
           Ref: Peter Filder/Miriam Bartlet
                Solicitors to the Scheme Administrator




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., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland
USA.  Larri-Nil Veloso, Ma. Cristina Canson, and Laedevee
Gonzales, Editors.

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

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