/raid1/www/Hosts/bankrupt/TCREUR_Public/031103.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

            Monday, November 3, 2003, Vol. 4, No. 217


                            Headlines


B E L G I U M

REAL SOFTWARE: Bankers Agree to Extend Due Date Anew


F R A N C E

ALCATEL: Reports EUR284 Million Third-quarter Net Loss
ALCATEL: Fitch Cites Strong Q3 Results for Stable Outlook
FRANCE TELECOM: TOP Program Delivers Positive Q3 Results
RHODIA SA: Reduces 'Enterprises' to 9 from 17 in Third Quarter
SUEZ SA: Revenues Up as Natural Gas Prices Soar in Europe, U.S.


I R E L A N D

ELAN CAPITAL: Notes Rated 'CCC'; Elan Corporation on CreditWatch
ELAN CORPORATION: Conversion Price of Shares Set US$7.42


N O R W A Y

PETROLEUM GEO-SERVICES: Narrows Third Quarter Loss to US$12 Mln
PETROLEUM GEO-SERVICES: Posts Update on Debt Restructuring


S W E D E N

LM ERICSSON: Cost Savings Pare Down Loss to SEK3.9 Billion


S W I T Z E R L A N D

ABB LIMITED: Extraordinary General Meeting Set November 20


U N I T E D   K I N G D O M

AQUILA INC.: To Webcast Q3 Results, Restructuring Update Nov. 6
BAE SYSTEMS: Bags US$54 Mln U.S. Navy Communications Contract
BOOSEY & HAWKES: Music Sales Cancels Takeover Offer
BRITISH ENERGY: Turns off Two Power Plants for Maintenance Check
EINSTEIN GROUP: Administration Period Extended to January 30

IMPERIAL CHEMCICAL: Posts Weak Q3 Results; Outlook Remains Hazy
IMPERIAL CHEMICAL: Rules out Disposals in Near Future
IMPERIAL CHEMICAL: To Specialize on Four Key Technologies
IMPERIAL CHEMICAL: Defines Pathway Towards Creating Value
IMPERIAL CHEMICAL: Aims for Double-digit Earnings Growth

INDEPENDENT NEWS: Gets EUR26 Million for Abbey Street Property
TADPOLE TECHNOLOGY: Operating Loss Down on Higher Turnover
UNITED MILK: Receivers Strike Deal to Keep Firm Running


                            *********


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B E L G I U M
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REAL SOFTWARE: Bankers Agree to Extend Due Date Anew
----------------------------------------------------
The interest payments originally due on June 30, 2003, which were earlier
postponed until October 31, have been further delayed in agreement with the
bankers' consortium until earlier of two dates -- the date the shareholders'
meeting decides on the debt restructuring proposal, and December 15, 2003.

About Real Software

Real Software was established in 1986.  In 2002, a group turnover of
EUR179.6 million was generated, with an operating profit (EBIT) of EUR14
million, representing an EBIT margin of 7.8%.  The Real Software Group
currently has 1,547 employees.  Since 2002, the group's organization has
been based around four divisions: Banking & Insurance, Industry (formerly
Manufacturing & Maintenance), Business & Government, and Retail.  It offers
a comprehensive range of software services, from the development and
implementation of in-house products, tailor-made projects and outsourcing
through advice, implementation and sale of products produced by other
companies such as SAP, JD Edwards, Oracle, Microsoft Navision and Microsoft
Axapta.  The company exports Belgian technology to a number of countries,
including Luxembourg, the Netherlands, France, Germany and Switzerland. Its
customer portfolio includes companies such as Du Pont de Nemours, Carrefour,
Johnson & Johnson, Merck Sharp & Dohme, Biogen, Renault, the Paris Metro,
TF1, EDF - Electricite de France, SNCF, PTT Post, NedCar, Philips, Bandag,
Goodyear,
KBC Bank and Fortis Bank.


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F R A N C E
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ALCATEL: Reports EUR284 Million Third-quarter Net Loss
------------------------------------------------------
Alcatel's Board of Directors (Paris: CGEP.PA and NYSE: ALA) reviewed third
quarter 2003 results.  Third quarter sales were close to stable at EUR3,039
million versus EUR3,149 million in second quarter 2003.  Year-over-year,
sales decreased by 13% (6% at constant exchange rate).  Income from
operations amounted to EUR160 million, while net loss was registered at
EUR284 million or diluted -EUR0.23 per share (-USD0.27 per ADS).

                          Quarterly

Key Figures         Third           Third           Second
in millions
of euros
except for EPS     Quarter         Quarter          Quarter
                     2003           2002             2003
                                as published

Profit & Loss

Net Sales              3,039          3,508              3,149 Income from
Operations   160           (227)                21 Net Income pre-Goodwill &
MI
                        (175)        (1,210)              (568) Net Income
(284)        (1,352)              (675) EPS Diluted            (0.23)
(1.13)             (0.56) E/ADS *                (0.27)         (1.32)
(0.66) Number of Shares (in billions)
                        1.22            1.19              1.20

*E/ADS has been calculated using the US Federal Reserve Bank of New York
noon euro/dollar buying rate of US$1.17 as of September 30, 2003.

Serge Tchuruk, Chairman and CEO summarized the Board's observations: "We are
pleased to see third quarter results confirm encouraging indications of our
return to profitability.  Continuing cost savings and gross margin
improvements have translated into reaching our EUR3 billion quarterly sales
breakeven target ahead of schedule.

"Operating performance continued to be strong in broadband access, in mobile
networks, and in the rail communication and control business, reflecting our
competitiveness in those markets. We were also successful in achieving key
wins in new markets with good potential, namely 3G, IP and applications
software, as we are now getting good traction in return for our large R&D
investments in those areas  On the other hand, we still recorded operating
losses in cellular handsets and optics.

"Overall, our third quarter sales were close to stable sequentially,
somewhat better than the usual seasonal pattern, in a market characterized
by strong pressure on prices and a continuing USD/EUR weakness.

"Our return on sales exceeded 5% and our net cash position remained solid
around EUR500 million.

"We are currently completing our restructuring programs with a view of
optimizing our operating efficiency around the "One Company" concept, which
can achieve further economies of scale at the current level of business.  In
addition, actions are being prepared to eliminate losses next year in the
above-mentioned areas of handsets and optics.  We will take necessary
decisions in this regard before the end of this year.  Our aim in preparing
next year's operating plan is now to target a positive net income in 2004
(pre-goodwill)."

Outlook

"Fourth quarter sales should grow sequentially in the twenties, with our
operating return on sales up by a few points.  With year to date operating
income already in the black we will exceed our full year target of a
breakeven operating income; similarly, we are comfortable with our
objectives of a breakeven fourth quarter net income (before goodwill and
non-recurring charges).  For the full year 2003 our net loss should be
nearly equivalent to goodwill and non-recurring charges and our net cash
position about stable compared to year-end 2002."

Business Highlights

Segment Breakdown
in millions of euros            Quarterly
                         Third         Third        Second
                        Quarter       Quarter       Quarter
                          2003          2002          2003

Sales
Fixed Communications      1,341         1,593         1,405 Mobile
Communications       815           973           834 Private Communications
975         1,042         1,012 Other & Eliminations        (92)
(91)         (102) Total                     3,039         3,517
3,149

Income from Operations
Fixed Communications         66          (248)            0 Mobile
Communications        79            50            10 Private Communications
55            35            37 Other                       (40)
(19)          (26) Total                       160          (182)
21

Note: Figures for Third Quarter 2002 have been restated to reflect the
disposal of the Optronics division.

Third Quarter Business Update

Fixed communications

Third quarter revenue decreased sequentially by 4.6% to EUR1,341 million
from EUR1,405 million.  A strong demand for broadband access, particularly
in the U.S. market, was registered during the quarter and a total of 4.3
million DSL lines were delivered (10 million shipped in the first nine
months versus 5 million in the first nine months of 2002).  Alcatel's IP
services offering is gaining a foothold following the acquisition of
TiMetra, while ATM sales were weak for the quarter.  Voice networks were
adversely affected by the usual seasonality and the activity in both
terrestrial and submarine optical networks declined.  This mitigated the
good performance of broadband access.

Despite the adverse volume effect in voice and optical networks, income from
operations increased to EUR66 million from breakeven in Q2 due to continuing
improvement in fixed cost reduction.  Significant restructuring continues in
the optical network division.

Mobile communications

Third quarter revenue decreased sequentially by 2.3% to EUR815 million from
EUR834 million.  Mobile networks turned in a good performance in the quarter
and continued to gain market share  In addition to on going 2G sales, a
ramp-up in 3G sales was registered during the quarter.  In mobile
applications, commercial successes were recorded in convergent payment
applications (voice/data and prepaid/postpaid) as well as next generation
data messaging software (MMS, MMS premium and instant messaging).  Mobile
phones continued to be weak with 1.5 million phones delivered during the
quarter.

Income from operations represented a 9.7% return on sales at EUR79 million
compared to EUR10 million in Q2.  Overall mobile networks' profitability was
strong and increased sequentially while losses remained in mobile phones.

Private communications

Third quarter revenue decreased sequentially by 3.7% to EUR975 million
compared with EUR1,012 million.  The IP/PBX business enjoyed an increase in
demand in Europe and, as a result, Alcatel consolidated its leading market
position.  Genesys' contact center software business also continued to turn
in a good performance.  The rail communication and control business also saw
increasing demand in signaling networks for main line and urban rail systems
and was a significant contributor to the quarter.  The overall strategy to
develop outsourcing services for carriers began to pay off during the
quarter.  The segment's gain was offset by a decline in space revenues,
which is attributable to timing effects stemming from the lumpiness of that
business.  However, order intake for the space business continued to be
satisfactory.

Income from operations was EUR55 million compared to EUR37 million in Q2.
Profitability increased across all businesses with significant contributions
from Enterprise and Transport Solutions.

Third Quarter 2003 Results (unaudited)

PROFIT AND LOSS STATEMENT:

Net Sales: EUR3,039 million vs. EUR3,508 million Q3 02 (down 13.4%) and vs.
EUR3,149 million sequentially (down 3.5%).

Geographical distribution of sales:
W. Europe:        42%
Other Europe:     7%
North America:   18%
Asia:            17%
RoW:            16%

Gross margin: 35.6% (31.4% for Q2 2003).

Selling, general and administration ("SG&A") costs: -EUR534 million (17.6%
of sales).

Research and development ("R&D") expenses: -EUR389 million (12.8% of sales).

Income (loss) from operations: EUR160 million, which included EUR19 million
in inventory depreciation vs. EUR21 million in Q2 03, of which -EUR2 million
in inventory depreciation.

Earnings before tax and amortization of goodwill: -EUR145 million and
included:

Interest paid on convertible bonds -EUR11 million

Net financial loss of -EUR70 million

Restructuring costs of -EUR21) million

Net other revenue/(expenses) of -EUR10 million

Net Income Pre-Goodwill and Minority Interest: -EUR175 million

Net Income: -EUR284 million and included a related tax charge of -EUR24
million, share in net income of equity affiliates and discontinued
activities of -EUR6 million, goodwill amortization of -EUR104 million, and
minority interests of -EUR5 million.

Diluted A share EPS: -EUR0.23 (-USD0.27 per ADS) based on an average of 1.22
billion shares.

BALANCE SHEET ITEMS:

Operating working capital: EUR857 million, a sequential decrease of EUR130
million

Cash and equivalents: EUR6,451 million, compared to EUR7,000 million at the
end of Q2 2003.

Net Cash: EUR541 million.

Gearing: (14%)

Operating Cash Flow: EUR304 million.

About Alcatel

Alcatel provides end-to-end communications solutions, enabling carriers,
service providers and enterprises to deliver contents to any type of user,
anywhere in the world.  Leveraging its long-term leadership in
telecommunications networks equipment as well as its expertise in innovative
applications and network services, Alcatel enables its customers to focus on
optimizing their service offerings and revenue streams.  With sales of EURO
16.5 billion in 2002, Alcatel operates in more than 130 countries.  For more
information, visit Alcatel on the Internet: http://www.alcatel.com/

Upcoming Events/Announcements

November 20, 2003 Analysts' Day
February 5, 2004 Fourth Quarter and Full Year 2003 results

CONTACT:  ALCATEL
          Investors Relations
          Claire Pedini
          Phone: +33 (0)1 40 76 13 93,
          E-mail: Claire.pedini@alcatel.com

          Laurent Geoffroy
          Phone: +33 (0)1 40 76 50 27
          E-mail: Laurent.geoffroy@alcatel.com

          Pascal Bantegnie
          Phone: +33 (0)1 40 76 52 20
          E-mail: Pascal.bantegnie@alcatel.com

          Peter Campbell
          Phone: +33 (0)1 40 76 13 11
          E-mail: Peter.campbell@alcatel.com

          Charlotte Laurent-Ottomane
          Phone: +1 703 668 3571
          E-mail: Charlotte.laurent-ottomane@alcatel.co


ALCATEL: Fitch Cites Strong Q3 Results for Stable Outlook
---------------------------------------------------------
Fitch Ratings has revised the Outlook of communications equipment company
Alcatel's Senior Unsecured rating of 'BB-' to Stable from Negative.  The
change in Outlook follows Alcatel's announcement of solid 3Q03 results and
reflects the progress the company continues to make in cost restructuring,
liquidity and cash flow management.

Alcatel's Q3 results confirm the agency's view that the risk of financial
difficulties materializing and downward migration in the company's rating
has reduced substantially.  In the third quarter the company reported income
from operations of EUR160 million, a significant improvement on a loss of
EUR227 million a year ago, on sales of EUR3 billion, down 3% from the
previous quarter and 13% year on year.  The results reflect strong
improvement in gross margin to more than 35% in the quarter from 27.5% a
year ago, along with continued success in reducing operating costs.  The
improvement in margins was partly attributed to a favorable product and
geographic mix in the quarter, which may not be repeated in the fourth
quarter.  Nevertheless, gross margin has been in the region of 30% in each
of the quarters this year and is expected to be sustained above this level.
Operating costs continue to be reduced, with the company having met its
operating breakeven run rate target of EUR3.0 billion revenues, a quarter
ahead of plan.  Headcount (adjusted for the announced disposal of its SAFT
batteries unit) has been reduced to 65,000 from a high of almost 120,000 at
the start of 2001, and operating costs more than halved during this period.
A headcount target for YE03 of 60,000 appears increasingly achievable.

Cashflow and liquidity continue to be managed well, with cash tied up in
working capital reduced to less than EUR1.0 billion from a high of EUR10.3
billion.  Alcatel reported positive net cash of around EUR0.5 billion, a
turnaround from net debt of EUR5.5 billion in 3Q01.  While Fitch remains
unconvinced that market conditions have stabilized, any revenue decline in
2004 should be limited.  Given the success in both reducing costs and
improving margins, Alcatel's financial profile is considered increasingly
stable in the context of a 'BB-' rating.  Fitch expects Alcatel's 2003
revenues to be in the region of EUR12.8-13 billion.  The rating was
initiated by Fitch as a service to users of its ratings and is based on
public information.


FRANCE TELECOM: TOP Program Delivers Positive Q3 Results
--------------------------------------------------------
Highlights of Third Quarter 2003 Revenues

(a) Consolidated revenues increase 3.3% on a comparable basis*
    in Q3 2003

(b) Growth at Orange (nearly 10%) and Wanadoo (24.1%) sustains
    growth in consolidated revenues on a comparable basis*

TOP Program continues its momentum in Q3 2003

(a) Initiatives to improve operational performance in place
    across the France Telecom Group

(b) CAPEX4 stabilized at EUR1.1 billion in Q3 2003 while
    investments sustained in high-growth segments such as
    broadband

(c) 43.7% improvement in key TOP indicator "Operating income
    before depreciation and amortization (2) less CAPEX (4)" on
    a comparable basis* for Q3 2003

Deployment of growth initiatives

(a) 40 sectoral growth initiatives to leverage all
    opportunities in France Telecom Group markets

(b) 14 groupwide initiatives to advance France Telecom's
    position as full-service operator

2003 Guidance

(a) 3 to 5% increase in revenues on a comparable basis*

(b) Operating income before depreciation and amortization (2)
    over EUR17 billion

(c) Operating income of more than EUR9.2 billion

(d) Free cash flow (5), excluding asset disposals, of over EUR4
    billion (after cash impact of the purchase of minority
    interests in Orange), EUR1 billion ahead of initial target

To See Full Copy of France's Third Quarter 2003 Revenues and TOP Program
Achievements: http://bankrupt.com/misc/FranceTelecom_Results.pdf


RHODIA SA: Reduces 'Enterprises' to 9 from 17 in Third Quarter
--------------------------------------------------------------
Rhodia (NYSE:RHA) published its results for the third quarter of 2003, which
were reviewed by the Board of Directors at their meeting on October 29,
2003.  In line with the announcements made on October 3, 2003, the
highlights for the quarter are:

(a) Negative conjunction of weak demand, a persistently strong
    euro and high raw material prices continues to depress the
    performance of the Group as a whole particularly the
    Pharmaceuticals & Agrochemicals Division

(b) Sharp downturn in demand in the Automotive, Electronics &
    Fibers Division

(c) EBITDA/Sales ratio and Net income/(loss) significantly lower
    than the levels achieved in the second quarter of 2003 and
    the third quarter of 2002

(d) Stability in net debt at EUR2,132 million, at a level
    equivalent to its position at the end of December 2002

(e) Advanced negotiations of an agreement in principle with our
    banks: consolidation of the Group's medium-term financing
    requirements

(f) Streamlining of the Group's operating structures: reduction
    in the number of Enterprises from 17 to 9

(g) Drastic simplification of the organization: savings of
    EUR165 million anticipated for 2006

(h) Debt reduction measures: target to generate EUR700 million
    from asset divestitures by the end of 2004

To See Full Copy of Third Quarter Financial Results:
http://bankrupt.com/misc/Rhodia3Q.htm

CONTACT:  RHODIA SA
          Investor Relations
          Fabrizio Olivares
          Phone: +33 1 55 38 41 26


SUEZ SA: Revenues Up as Natural Gas Prices Soar in Europe, U.S.
---------------------------------------------------------------
Total Group revenues at September 30, 2003 were EUR30.5 billion, up 4.4%
compared with the figure for the same period in 2002.  Most revenues (89.4%
of the total) were generated in
Europe and North America.  Europe alone accounted for 76.5%, and the Group
recorded there a 5.4% growth.

These revenue growth figures include the favorable impact of the increase in
natural gas prices between September 30, 2002 and September 30, 2003, a
slight benefit from changes in Group structure, and adverse exchange rate
fluctuations.

(a) Natural gas prices: + EUR357 million, resulting from an
    increase in natural gas prices compared with September 30,
    2002.

(b) Changes in Group structure (+ EUR29 million): these
    consisted mainly in the partial sale of Northumbrian (-
    EUR595 million), the proportional consolidation of Acea
    Electrabel S.p.A and Tirrenopower (formerly Interpower) in
    Italy, and the full consolidation of Polaniec in Poland
    (+EUR 562 million for the three firms together).

(c) Exchange rate fluctuations (-EUR 1,194 million, of which
    -EUR277 million concerned Nalco): this consisted mainly of
    losses on the US dollar (-EUR612 million), the Brazilian
    real (-EUR250 million) and the pound sterling (-EUR98
    million).  On a comparable basis, and excluding Nalco (the
    company is currently being sold), organic revenue growth was
    8.4% with both Energy (+9.1%) and Environment (+7%)
    contributing.

In Energy, growth was sustained due, among others, to the startup of four
new power stations (+EUR316 million), increased LNG sales in the United
States (+EUR307 million), and natural gas sales outside Belgium and
generation park and contract portfolio optimization measures (+EUR291
million).

Water business growth in Europe and new contract awards won by Degremont
contributed EUR245 million to the growth in the Environment sector.

To See Full Copy of Document:
http://bankrupt.com/misc/SUEZ_Results.pdf


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ELAN CAPITAL: Notes Rated 'CCC'; Elan Corporation on CreditWatch
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'CCC' senior unsecured debt
rating to Elan Capital Corp. Ltd.'s US$250 million convertible notes, which
are due 2008.

Standard & Poor's also said that it placed its 'CCC+' corporate credit
rating on specialty pharmaceutical company Elan Corporation PLC and its
ratings on Elan Corporation's subsidiaries on CreditWatch with positive
implications.

Elan Corporation plans to use the proceeds from the debt offering -- as well
as from a concurrent equity offering -- to retire the roughly US$500 million
in outstanding LYONs debt that matures in December 2003.  "These rating
actions are in response to the prospect of Elan Corporation essentially
extending the maturities of its debt while conserving on-hand cash of
roughly US$1 billion," said Standard & Poor's credit analyst Arthur Wong.

"The cash will be used to fund R&D and ongoing operations as well as repay
US$840 million in Elan Pharmaceutical Investment debt coming due in
2004-2005."

The new notes are guaranteed by parent Elan Corp. and are senior unsecured.
However, the notes are subordinated to the outstanding US$450 million Elan
Pharmaceutical Investments II (EPIL II) subordinated debt that is due in
June 28, 2004, as well as the US$390 million in subordinated EPLI III debt
maturing on March 15, 2005.

The prospective retirement of the LYONs relieves near-term financial
pressure on Elan.  However, the company's operations continue to generate
losses and consume cash at a high rate, especially as it spends heavily to
support its R&D program.  Indeed, Elan might not be profitable until 2005.
Moreover, its most promising product prospect -- Antegren, which is being
developed to treat Crohn's disease and multiple sclerosis -- is not expected
to reach the market before 2006.  Standard & Poor's will monitor Elan's
progress in completing the proposed deal.

Upon completion of the deal, the corporate credit and senior unsecured debt
ratings on Elan Corp. will be raised to 'B-' from 'CCC+'.  At that time,
Standard & Poor's will also raise the subordinated debt ratings on Elan's
existing subordinated debt to 'CCC' from 'CCC-'.

Complete ratings information is available to subscribers of RatingsDirect,
Standard & Poor's Web-based credit analysis system, at
http://www.ratingsdirect.com. All ratings affected by this rating action
can be found on Standard & Poor's public Web site at
http://www.standardandpoors.com;under Credit Ratings in the left navigation
bar, select Credit Ratings
Actions.


ELAN CORPORATION: Conversion Price of Shares Set US$7.42
--------------------------------------------------------
Elan Corporation issued this correction on its press release about the 35
Million Ordinary Shares and US$400 Million in Aggregate Principal Amount of
Guaranteed Convertible Notes.

Third paragraph, third sentence of release should read: The conversion price
was set at $7.42. (instead of 7.42%).  The corrected release reads:

Elan Prices Offerings of 35 Million Ordinary Shares and $400 Million in
Aggregate Principal Amount of Guaranteed Convertible Notes

Elan Corporation, plc (NYSE: ELN) announced that it has priced its offerings
of 35 million Ordinary Shares and $400 million in aggregate principal amount
of Guaranteed Convertible Notes due 2008.  The size of the Convertible Note
offering was increased from $250 million to $400 million in aggregate
principal amount of Convertible Notes.  The offerings were made outside the
United States to non-U.S. persons in reliance on Regulation S under the
Securities Act of 1933, as amended.

The Shares were priced at $4.95 per Share.  Payment for and settlement of
the Shares is expected to occur on November 5, 2003.  Deposit of Shares
against delivery of American Depositary Shares representing Shares will be
subject to certain restrictions during the 40-day period following the
closing of the Share offering.

The Convertible Notes, which were offered by Elan Capital Corp., Ltd, a
wholly owned subsidiary of Elan, and will be guaranteed by Elan, were priced
at par and will pay a coupon of 6.5% per annum, payable semi-annually in
arrears.  The Convertible Notes will initially be convertible into an
aggregate of approximately 54 million Shares or, at the option of the
holders of the Convertible Notes, ADSs.  The conversion price was set at
$7.42. The conversion prices will be subject to adjustment from time to time
upon the occurrence of certain events.  Elan has granted the lead manager
the right to purchase up to an additional $60 million in aggregate principal
amount of Convertible Notes to cover over-allotments, if any, in connection
with the Convertible Note offering.  Payment for and settlement of the
Convertible Notes is expected to occur on November 11, 2003.  The closing of
the Convertible Note offering is conditional upon the sale of not less than
30 million Shares in the Share offering.

The aggregate gross proceeds of the offerings are expected to be
approximately $573.3 million (before deducting commissions and concessions
and the expenses of the offerings and without giving effect to any exercise
of the lead manager's over-allotment option).  The net proceeds of the
offerings will be used by Elan's subsidiary, Elan Finance Corporation, Ltd.,
to repurchase outstanding Liquid Yield Option Notes due 2018 (LYONs),
including LYONs tendered for purchase at the option of the holders thereof
as of December 14, 2003 pursuant to the indenture under which the LYONs were
issued.  Excess proceeds are expected to be used by Elan and its
subsidiaries for general corporate purposes.

The Shares, the Convertible Notes, the guarantee of the Convertible Notes
and the shares to be issued upon conversion of the Convertible Notes have
not been and will not be registered under the Securities Act and, unless so
registered, may not be offered, sold or distributed within the United States
or to U.S. persons (as defined in Regulation S under the Securities Act)
except pursuant to an exemption from, or in a transaction not subject to,
the registration requirements of the Securities Act.

This release does not constitute an offer to sell or the solicitation of an
offer to buy any Shares or Convertible Notes.

In the United Kingdom, this announcement, in so far as it constitutes an
invitation or inducement to participate in the offering, is directed
exclusively at persons who fall within article 19 or 49 of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2001 (all such
persons together being referred to as "relevant persons").  This
announcement, in so far as it constitutes an invitation or inducement to
participate in the offering, must not be acted on or relied on by persons
who are not relevant persons.  The securities referred to in this
announcement will be issued only to relevant persons. Stabilization/FSA.

About Elan

Elan is focused on the discovery, development, manufacturing, sale and
marketing of novel therapeutic products in neurology, severe pain and
autoimmune diseases.  Elan shares trade on the New York, London and Irish
Stock Exchanges.


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N O R W A Y
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PETROLEUM GEO-SERVICES: Narrows Third Quarter Loss to US$12 Mln
---------------------------------------------------------------
Petroleum Geo-Services ASA (Debtor in possession) (OSE: PGS; PINK SHEETS:
PGOGY) announced its 3rd quarter 2003 results.


(In millions of dollars) Q3 2003  Q3 2002 YTD 2003 YTD 2002
Revenues                  $258.6   $256.2  $851.0    $730.6
Operating profit (loss)     14.8   (751.5)   53.0    (631.5)
Net income (loss)         (12.2) (1,060.7) (103.6) (1,269.5)
EBITDA, as defined (A)    112.9     104.5   377.6     333.3
CAPEX (B)                  (6.2)    (13.4)  (32.7)    (53.5)
Investments in multi-client (C)
                          (22.9)    (35.8)  (91.5)  (155.9)
Cash flow defined as (A+B+C)
                          $83.8     $55.2   $253.3  $123.8

Financial Highlights:

Senior Creditors and Junior Subordinate Creditors voted in favor of the
Restructuring Plan on October 14, 2003.

The Extraordinary General Meeting held on October 16, 2003 voted 99.7% in
favor of the Plan.

On October 21, 2003 the U.S. Bankruptcy Court for the Southern District of
New York confirmed the Plan.

The Rights Offering was announced to commence on October 22, 2003.  The
offer period for the Rights Offering is expected to extend through November
5, 2003, the expected effective date of the Plan.

Q3 Operations:

Pertra is still performing above expectations due to continuing high
production volumes and favorable oil prices.

Multi-Client Late Sales seen lagging this Quarter.  Expected Late Sales from
Brunei is delayed.

Foinaven compressor problems seem to have been resolved on October 25.
Nevertheless, reduced production due to the compressor as well as a
declining reservoir led to a US$27 million yoy negative EBITDA effect.

Onshore seismic has partly offset the negative impact of the lost Saudi
Aramco contract with new contracts.

Cost cutting on track in all areas except FPSO, total headcount down 7% ytd
2003.

The full report with tables can be downloaded from:
http://hugin.info/115/R/922997/125005.pdf

CONTACT:  PETROLEUM GEO-SERVICES ASA
          Sam R. Morrow
          Svein T. Knudsen
          Phone: +47 6752 6400

          Suzanne M. McLeod, U.S. IR
          Phone:  +1 281-589-7935


PETROLEUM GEO-SERVICES: Posts Update on Debt Restructuring
----------------------------------------------------------
Petroleum Geo-Services ASA (debtor in possession) (OSE: PGS; OTC: PGOGY)
announced the results of creditor elections under the Debtor's Modified
First Amended Plan of Reorganization (with respect to allocations between
the Package A Distribution and the Package B Distribution under the Plan.
Upon consummation of the Plan, the allocation between the Package A
Distribution and the Package B Distribution will result in these new
financial debt of PGS (excluding subsidiary debt, capital lease obligations
and the Oslo Seismic Notes totaling approximately $192 million as of
September 30, 2003):

    (i) The New Term Loan (part of the Package A Distribution)
        will be in the amount of approximately US$5 million;

   (ii) The New Senior A Notes (part of the Package B
        Distribution) will be in the amount of approximately
        $746 million; and

  (iii) The New Senior B Notes (part of the Package B
        Distribution) will be in the amount of $250 million.

The subscription price for the 20,000,000 New Shares to be issued on the
basis of conversion of old debt, will be NOK366.56 per New Share.

All capitalized terms in this release shall have the same meaning as in the
Prospectus dated September 14, 2003.  The principal characteristics of the
New Term Loan, the New Senior A Notes and the New Senior B Notes are
described in the Prospectus (see pages 67-68 and pages 23-29 of the
Disclosure Statement, which is attached to the Prospectus as Appendix 4).
This information can be found on the Company's Web site at
http://www.pgs.com

Petroleum Geo-Services is a technologically focused oilfield service company
principally involved in geophysical and floating production services.  PGS
provides a broad range of seismic- and reservoir services, including
acquisition, processing, interpretation, and field evaluation.  PGS owns and
operates four floating production, storage and offloading units (FPSO's).
PGS operates on a worldwide basis with headquarters in Oslo, Norway.  For
more information on Petroleum Geo-Services visit http://www.pgs.com

CONTACT:  Sam R. Morrow
          Svein T. Knudsen
          Phone: +47 6752 6400
          Suzanne M. McLeod
          Phone: +1 281-589-7935


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


LM ERICSSON: Cost Savings Pare Down Loss to SEK3.9 Billion
----------------------------------------------------------
Third quarter summary

(a) Net sales SEK28.0 billion = book-to-bill above 1 for third
    consecutive quarter

(b) Net income = -SEK3.9 billion -- adjusted income after
    financial items SEK1.0 billion.

(c) Earnings per share -SEK0.25

(d) Adjusted gross margin 35.9% = up 0.8%-points sequentially
    despite weakening USD

(e) Operating expense run rate SEK38 billion = down SEK4 billion
    sequentially

* Cash flow before financing SEK9.1 billion = net of financial assets and
liabilities SEK20.5 billion

                             Third quarter     Second quarter
SEKbillion                 2003     2002 Change    2003 Change
Orders booked, net          28.1   20.5    37%    28.3    -1%
Net sales                   28.0   33.5   -16%    27.6     2%
Adjusted gross margin (%)  35.9%  32.6%      -   35.1%
Adjusted operating
income                       1.3   -3.2      -    -0.2
Adjusted income after
financial items              1.0   -3.6      -    -0.2
Net income                  -3.9   -5.0      -    -2.7
Earnings per share         -0.25  -0.41      -   -0.17
Cash flow before
financing activities         9.1   -2.7      -     5.1
Opex run rate, annualized     38     52   -27%      42    -9%
Number of employees       53,401 71,723   -26%  57,644    -7%

Book-to-bill was above one for the third consecutive quarter.  Order
bookings decreased sequentially by 1% to SEK28.1 (20.5) billion.  Net sales
in the third quarter grew 2% sequentially to SEK28.0 (33.5) billion.
Currency exchange effects have had a negative impact on sales of 9%
year-over-year.

Adjusted gross margin improved sequentially by 0.8 percentage points to
35.9% (32.6%) as a result of ongoing restructuring.  Operating expense
reductions are well on track, reaching an annualized run rate of SEK38 (52)
billion.  Adjusted income after financial items was SEK1.0 (-3.6) billion
compared to -SEK0.2 billion in the second quarter.  Net currency exchange
effects have had a negative impact of SEK0.9 billion on operating income in
the quarter.

Cash flow before financing was SEK9.1 (-2.7) billion with major
contributions from reductions in working capital and customer financing.
The financial position was significantly strengthened with a net of
financial assets and liabilities of SEK20.5 billion.   Payment readiness
remains high at SEK71.4 (66.6) billion.

CEO COMMENTS

"Ericsson is back to profit, which is an important milestone, but a lot
still remains to be done before we reach good profitability," says
Carl-Henric Svanberg, President and CEO of Ericsson.  "The cost savings, as
well as cash flow and gross margin improvements are the result of dedicated
employees with a clear understanding of the need to be in control of our own
destiny.

"Our direction is clear.  We are targeting an operating expenses run rate of
SEK33 billion by Q3 2004 and will continue to focus on cost and operational
excellence.  We must respond even quicker to customers' changing needs and
leverage our technology and market leadership.

"This is the way to secure the profitability and cost advantages attainable
by the market leader.

"We are well positioned to capture new opportunities and are encouraged by
our continued leading position in the market.  We have gained a number of
key contracts within the rapidly expanding markets for 3G/EDGE and MMS.  Our
solid 2G GSM position remains an important platform for further business
expansion.  We also see an increasing interest in our strong service
offering where professional services have become a natural extension of our
network contracts.

"Leadership in this changing industry requires a clear understanding of
operator and consumer needs in different markets.  The ability to support
operators in their launch of new services, changing business models and high
quality standards in end-to-end solutions is crucial.

"A prerequisite is operational excellence in all aspects of our business,"
says Carl-Henric Svanberg.

Market View

Applications with rich consumer experience like sending and receiving
pictures, downloading music, accessing e-mail and checking news over the
mobile phone are gaining momentum.  This drives the need for higher capacity
and speeds, improved interoperability and higher quality of service in the
mobile networks.

New service applications are of interest to the operator not only to drive
new business but also to attract and retain high volume voice users, as such
users are early adopters of new services.  Today there are more than 160
commercially launched MMS installations of which we have 50% market share.

Broadband in fixed networks, with its dramatically improved speed, is
growing strongly.  Mobility has built its tremendous success on the
advantages of convenience and reachability.  3G now combines mobility and
broadband capabilities opening obvious new opportunities.

The number of WCDMA subscriptions is accelerating and by the end of the
quarter there were 1.7 million subscriptions.  The introduction pace mirrors
the rollout of GSM, ten years ago.  Major operators are now working toward
confirmed launch dates. Within the CDMA standard, the number of CDMA2000
users is growing rapidly.

The global number of mobile subscriptions continues to grow on pace to reach
close to 2 billion subscriptions during 2008.  The growth is particularly
strong in China, India and Russia partly driven by tariff reductions.
Today, world penetration is only 20% with a total of 1.28 billion
subscriptions.  Asia-Pacific still only has 12% penetration in mobile
subscriptions while Western Europe and North America has 80% and 51%
respectively.  We expect between 165 and 180 million net additions this
year.

The industry is recovering.  Operators are successfully reducing debt and
strengthening their financial position.  The gradual shift in focus from
financial restructuring to business development leads us to believe that the
market is stabilizing and that the dramatic market decline is behind us.

OUTLOOK

We maintain our view that the global mobile systems market, measured in USD,
could decline by more than 10% this year compared with 2002.

The addressable market for professional services is expected to continue to
show good growth.

We expect to maintain our shares of the mobile systems and professional
services markets this year.  Due to currency exchange effects, our reported
sales in SEK will decline more than the overall market, which is estimated
in USD.  Due to seasonality, sales for the fourth quarter are expected to
show significant sequential growth.

We expect the mobile systems market in 2004 to be in line with 2003.

OPERATIONAL REALIGNMENT

The cost of sales projects contributed to an improvement of the adjusted
gross margin to 35.9% (32.6%), a sequential increase of 0.8 percentage
points from 35.1%.  The targeted annualized run rate of operating expenses
of SEK38 billion was achieved one quarter ahead of schedule and was reduced
by SEK4 billion sequentially.  The earlier announced reduction targets in
cost of sales and operating expenses by the third quarter 2004 remains.

Total restructuring charges were SEK5.4 billion during the quarter and
SEK12.4 billion year-to- date.  Estimated total restructuring costs for 2003
remain at SEK16.3 billion, which concludes the announced restructuring
programs.  Cash outlays in the quarter were SEK2.7 billion.

During the quarter, headcount was reduced by 4,200, bringing the number of
employees to 53,400 (71,700).  The previous headcount target remains with
total number of employees reaching 47,000 during 2004.

CONSOLIDATED ACCOUNTS

FINANCIAL REVIEW

Income

Both orders and sales were essentially flat compared to the second quarter.
The book-to-bill ratio remained above 1.0 for the third consecutive quarter.

Orders booked were SEK28.1 (20.5) billion.  Year-over-year orders increased
by 37%, largely due to substantial improvement in demand in China and India.
Adjusted for currency exchange effects and cancellations in the third
quarter 2002 the increase was 16%.

Increased order development in Western Europe compensated for weaker order
intake in Central and Eastern Europe.  Orders in Asia Pacific were slightly
down from the second quarter.  The Americas was slightly up mainly due to
increased orders booked in Latin America and stable demand in the U.S.

Sales grew 2% sequentially to SEK28.0 (33.5) billion but declined 16%
year-over-year.  Currency adjusted sales were down 7% year-over-year.

Sales in Asia Pacific and Latin America increased sequentially with major
contributions from China, Japan and Mexico.  The increase was offset by
lower sales in Europe, while Middle East and Africa sales continued to
develop favorably.

Gross margin adjusted for restructuring costs improved for the third
consecutive quarter to 35.9% (32.6%), a sequential increase from 35.1%.
Continued cost reductions and improved capacity utilization were the main
contributors.

Adjusted operating expenses were reduced SEK0.5 billion sequentially to
SEK9.6 (13.7) billion Operating expenses include a SEK0.5 billion customer
financing risk provision.  The annualized run rate was -SEK3852 billion,
down from SEK42 billion in the second quarter.

Adjusted operating income was SEK1.3 (-3.2) billion compared to -SEK0.2
billion the previous quarter.  Adjusted income after financial items was
SEK1.0 (-3.6) billion compared to SEK-0.2 billion in the second quarter.
Net effects of currency exchange differences on operating income compared to
rates one year ago were -SEK0.9 billion in the quarter and -SEK1.5 billion
year-to-date.  Excluding effects from currency hedging contracts this effect
would have been SEK-2.2 billion year-to-date.

Net income was -SEK3.9 (-5.0) billion for the quarter.  Financial expenses
increased somewhat during the quarter due to increased interest rates tied
to our credit rating.

Earnings per share were -SEK0.25 (-0.41).

Balance sheet and financing

The financial position improved significantly as the net of financial assets
and debt increased sequentially from SEK11.0 billion to SEK20.5 (3.8)
billion.  Cash improved by SEK7.2 billion sequentially.

Days sales outstanding (DSO) for trade receivables were 93 (109), a decrease
by eight days sequentially.  Inventory turnover was more than 5.7 (4.3)
turns.

Customer financing risk exposure remained unchanged at SEK11.8
(24.9) billion in the quarter.  Customer financing credits on balance sheet
were reduced sequentially from SEK10.0 billion to SEK4.3 (12.7) billion,
largely due to payments received from credits sold in the second quarter,
including the France Telecom bonds.  Certain credit commitments expired
unutilized, reducing the balance of outstanding commitments from SEK11.0 in
the second quarter to SEK6.7 (14.0) billion.

A credit facility of US$1 billion scheduled to expire in 2004 was extended
to 2007.

The equity ratio was 34.5% (36.0%) compared to 36.0% at the end of the
previous quarter.

Cash flow

Cash flow before financing activities improved significantly sequentially
and amounted to SEK9.1 (-2.7) billion of which net payments received for
customer financing credits contributed with SEK5.3 billion Cash flow from
investing activities was SEK-0.8 billion net.

Payment readiness increased sequentially by SEK2.6 billion to SEK71.4 (66.6)
billion Payment readiness is expected to remain at approximately SEK70
billion at year-end, including repayments of approximately SEK2.2 billion of
debt scheduled for the fourth quarter.

SEGMENT RESULTS

SYSTEMS


                       Third quarter   Second quarter
SEKbillion                2003 2002 Change   2003 Change
Orders booked         26.5 17.9    48%   26.3      1%
Mobile Networks       21.5 12.4    73%   20.0      7%
Fixed Networks         1.5  1.8   -14%    1.7    -12%
Professional Services  3.5  3.7    -7%    4.6    -24%
Net sales             25.9 30.6   -15%   25.2      3%
Mobile Networks       19.8 23.9   -17%   18.9      5%
Fixed Networks         1.7  2.4   -30%    2.2    -23%
Professional Services  4.4  4.3     2%    4.1      8%
Adjusted operating
income                 1.2 -1.1      -    0.6
Adjusted operating
margin (%)              5%  -4%      -     2%

Systems orders grew sequentially to SEK26.5 (17.9) billion Orders for Mobile
Networks increased by 7%, mainly driven by 3G orders, WCDMA as well as
CDMA2000.

Systems sales increased 3% sequentially to SEK25.9 (30.6) billion, with
encouraging strong performance in professional services.  The GSM/WCDMA
track decreased by 4% sequentially and was down 9% year-over-year, adjusted
for currency exchange effects.  The WCDMA equipment and associated network
rollout services share of total Mobile Network sales remained stable.

Sales of Professional Services increased by 8% sequentially to SEK4.4 (4.3)
billion, and now represents 17% of total Systems sales.  Adjusted for
currency exchange effects year-over-year growth was 12%.

Benefits of the restructuring programs contributed to the increase of
adjusted operating income to SEK1.2 (-1.1) billion.

OTHER OPERATIONS


                              Third quarter   Second quarter
SEKbillion                       2003 2002 Change   2003 Change
Orders booked                 2.0  3.1   -35%    2.3    -13%
Orders booked
less divestitures             2.0  2.4   -17%    2.3    -13%
Net sales                     2.5  3.4   -26%    2.5      0%
Net sales
less divestitures             2.5  2.6    -4%    2.5      0%
Adjusted operating
income                        0.1 -1.2      -   -0.3
Adjusted operating
income less divestitures      0.1 -0.7      -   -0.3
Adjusted operating
margin (%)                     5% -35%      -   -14%
Adjusted operating
margin less divestitures (%)   5% -27%      -   -14%

Orders booked for comparable units, excluding divested operations, declined
17% year-over-year and 13% sequentially.

Sales for comparable units were flat year-over-year as well as sequentially.
Adjusted operating income improved sequentially partly due to some positive
one-time effects.

PHONES

The operating results of Sony Ericsson Mobile Communications (SEMC) improved
in the quarter. Ericsson's share in earnings was SEK0.2 (-0.6) billion,
compared to -SEK0.2 billion in the second quarter.  This improvement was due
to positive market acceptance of new imaging phones, supply chain
improvements and increased operating efficiency.

Year-over-year, GSM unit shipments increased 73% and shipments to the
Japanese market increased 130%, primarily driven by high demand for imaging
phones.

SEMC expects to be profitable for the second half of 2003.  Volume and sales
are expected to grow during the fourth quarter but due to an increased
proportion of lower priced models in the product mix the current level of
profitability may not be sustained in the next quarter.

RELATED PARTY TRANSACTIONS

Transactions with Sony Ericsson Mobile Communications (SEMC)


                 Third quarter Third quarter
SEKm.                    2003          2002
Sales to SEMC    989                   1,684
Royalty from
SEMC                       145            61
Purchases from
SEMC                       590         1,049

Receivables from
SEMC                       249           361
Liabilities to
SEMC                       495         1,046

Parent Company information

Net sales for the nine-month period amounted to SEK1.3 (1.2) billion and
income after financial items, excluding restructuring costs, was SEK3.5
(0.3) billion

Major changes in the company's financial position for the nine-month period
were increased current and long-term commercial and financial receivables
from subsidiaries of SEK23.2 billion, which were financed primarily through
increased internal borrowings of SEK26.6 billion.  At the end of the
quarter, cash and short-term cash investments amounted to SEK65.3 (59.3)
billion.

In accordance with the conditions of the 2001 Stock Purchase Plan for
Ericsson employees, 2,010,687 shares from treasury stock were sold or
distributed to employees during the third quarter.  The holding of treasury
stock at September 30, 2003 was 307,542,178 Class B shares.

Stockholm, October 30, 2003

Carl-Henric Svanberg
President and CEO

Date for next report: February 6, 2004

Auditors' Report

We have reviewed the report for the nine-month period ended September 30,
2003, for Telefonaktiebolaget LM Ericsson (publ.).  We conducted our review
in accordance with the recommendation issued by FAR.  A review is limited
primarily to enquiries of company personnel and analytical procedures
applied to financial data and thus provides less assurance than an audit.
We have not performed an audit and, accordingly, we do not express an audit
opinion.

Based on our review, nothing has come to our attention that causes us to
believe that the third quarter report does not comply with the requirements
for interim reports in the Annual Accounts Act.

Stockholm, October 30, 2003

PricewaterhouseCoopers AB
Carl-Eric Bohlin
Authorized Public
Accountant

Bo Hjalmarsson
Authorized Public
Accountant

Thomas Thiel                                               Authorized Public
Accountant

A glossary of all technical terms is available at:
http://www.ericsson.com/aboutand in the Annual Report.

CONTACT:  LM ERICSSON
          Henry Ston, Senior Vice President, Communications
          Phone: +46 8 719 4044
          E-mail: henry.stenson@ericsson.com

          Investors
          Gary Pinkham, Vice President, Investor Relations
          Phone: +46 8 719 0000
          E-mail: investor.relations@ericsson.com

          Lotta Lundin, Investor Relations
          Phone: +46 8 719 6553
          E-mail: lotta.lundin@ericsson.com

          Glenn Sapadin, Investor Relations
          Phone: +1 212 843 8435
          E-mail: investor.relations@ericsson.com


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


ABB LIMITED: Extraordinary General Meeting Set November 20
----------------------------------------------------------
Invitation to the Extraordinary General Meeting of Shareholders of ABB Ltd.
on Thursday, November 20, 2003, at 10:00 a.m. at the "Messe Zurich" hall in
Zurich-Oerlikkon, Switzerland.

Agenda: Ordinary Capital Increase

Registration and Admission Cards

The invitation including the agenda and the proposal of the Board of
Directors will be mailed directly to holders of registered shares with the
right to vote.  Shareholders entered in the Share Register, with the right
to vote, by November 10, 2003 are entitled to participate at the
Extraordinary General Meeting.  These shareholders sill receive their
admission cards on request using the reply form enclosed with the
invitation.  The reply form or a corresponding notification must reach the
company not later than November 13, 2003.  For technical reasons
notification arriving after that date can no longer be taken into
consideration.

The full text of the invitation, in accordance with art. 700 of the Swiss
Code of Obligations, was published in the Schweizerisches Handelsamtsblatt
of October 29, 2003.

CH-8050 Zurich, October 24, 2003

ABB Ltd.
On behalf of the Board of Directors
Jurgen Dormann, Chairman


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


AQUILA INC.: To Webcast Q3 Results, Restructuring Update Nov. 6
---------------------------------------------------------------
Aquila, Inc. (NYSE:ILA) will conduct a conference call and Webcast to
discuss 2003 third quarter results and information on its operations and
restructuring, including the company's progress on asset sales, on November
6 at 9:30 a.m. Eastern Time.  Participants will be Chairman and Chief
Executive Officer Richard C. Green, Chief Operating Officer Keith Stamm and
Chief Financial Officer Rick Dobson.

To access the live Webcast, go to Aquila's website at http://www.aquila.com
and click on "Investors" to find the Webcast link.  Listeners should allow
at least five minutes to register and access the presentation.

For those unable to access the live broadcast, replays will be available for
two weeks, beginning approximately two hours after the presentation.  Web
users can go to the Investors section of the Aquila website at
http://www.aquila.comand choose "Presentations & Webcasts."  Replay also
will be available by telephone through November 13 at 800-405-2236 in the
United States, and at 303-590-3000 for international callers.  Callers will
need to enter the access code 557835 when prompted.

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

CONTACT:  AQUILA, INC.
          Neala Clark (Investors)
          Phone: 816-467-3562


BAE SYSTEMS: Bags US$54 Mln U.S. Navy Communications Contract
-------------------------------------------------------------
BAE Systems has been awarded a one-year US$17.4 million contract by the U.S.
Navy to provide engineering and technical support services for radio
communications systems for multiple classes of ships.  The total value of
the contract could reach US$54.5 million, if all options are exercised over
three years.  The contracting agency is the Space and Naval Warfare Systems
Center, Charleston, S.C.

For more than 25 years, BAE Systems has been a leading contractor in the
development and integration of radio communications systems for the Navy's
surface fleet.  Under the contract, BAE Systems personnel based in
Charleston S.C., will design, procure, integrate, test, deliver, and install
radio communications systems and C4I systems at a variety of shipyards
across the country.  Included in this tasking are a variety of fleet assets
including aircraft carriers, amphibious war ships, and military sealift
command ships.

"This award expands our radio communications systems work in support of the
Navy," said Bob Murphy, president, BAE Systems Technology Solutions.  "We
look forward to continuing our solid relationship with SSCC, Charleston, and
to designing these systems with the most recent technology the Navy has to
offer."

About BAE Systems

BAE Systems is an international company engaged in the development, delivery
and support of advanced defense and aerospace systems in the air, on land,
at sea and in space.  The company designs, manufactures and supports
military aircraft, surface ships, submarines, radar, avionics,
communications, electronics and guided weapon systems.  It is a pioneer in
technology with a heritage stretching back hundreds of years.  It is at the
forefront of innovation, working to develop the next generation of
intelligent defense systems.

BAE Systems has major operations across five continents and customers in
some 130 countries.  The company has 90,000 people and generates annual
sales of approximately $19 billion through its wholly owned and
joint-venture operations.

BAE Systems North America is a high-technology U.S. company employing more
than 25,000 people who live and work in some 30 states, the District of
Columbia, and the United Kingdom.  The company is dedicated to solving its
customers' needs with highly innovative and leading edge solutions across
the defense electronics, systems, information technology, and services
arenas.

BAE Systems Technology Solutions Sector provides a full-spectrum of systems
engineering, technical services, and ordnance systems to its customers in
disciplines essential for successful systems development, operating, and
maintenance.  Its full life-cycle systems capabilities include system
design, integration and test; software development, engineering, and
maintenance; and integrated logistics support.

BAE Systems, innovating for a safer world.

CONTACT:  BAE SYSTEMS TECHNOLOGY SOLUTIONS
          Paula Sandin
          Phone: 301-738-4653
          Mobile: 301-233-1808
          E-mail: paula.sandin@baesystems.com
          Home Page: http://www.na.baesystems.com


BOOSEY & HAWKES: Music Sales Cancels Takeover Offer
---------------------------------------------------
On September 26, 2003, Music Sales announced that it was considering its
options in relation to Boosey & Hawkes which included Music Sales making a
cash offer for Boosey & Hawkes at a premium to the offer of 195 pence per
ordinary share announced on September 9, 2003 by Citigroup on behalf of
Regent Street Music Limited.

Music Sales notes the subsequent announcement on October 3, 2003 by Deloitte
& Touche Corporate Finance Limited on behalf of Classic Copyright Limited of
its recommended cash offer of 215 pence per ordinary share for the issued
ordinary share capital of Boosey & Hawkes.

Having now considered the options available to it, Music Sales has concluded
that the making of an offer at a premium to Classic Copyright's 215 pence
per ordinary share offer will not create value at that level for Music
Sales.  Music Sales therefore announces Thursday that it will not proceed
with an offer for Boosey & Hawkes.

In accordance with Rule 2.8 of the Takeover Code, Music Sales will not make
or participate in an offer for Boosey & Hawkes during the next six months
except that it reserves the right to do so within that period in the event
that the offer by Classic Copyright lapses or is withdrawn.

Music Sales is a private company engaged in the publishing, wholesaling and
retailing of printed music, books, music videos and music software and
represents many of the large U.K. and U.S. music publishers for their
printed music.

The Music Sales group of companies also publishes standard and classical
music copyrights.  As at October 30, 2003, Music Sales owned 795,500
ordinary shares in Boosey & Hawkes representing approximately 3.86 per cent
of Boosey & Hawkes' issued ordinary share capital.

Commenting, Music Sales Chairman Robert Wise said: "Although Boosey & Hawkes
would be a desirable acquisition we do not believe that a cash offer at
above 215 pence is in our interests -- even as a trade buyer capable of
exacting synergies.  As a market leader in our field there remain many good
opportunities to build our business."


BRITISH ENERGY: Turns off Two Power Plants for Maintenance Check
----------------------------------------------------------------
Sizewell B

Following its announcement last week regarding Sizewell B's statutory
maintenance outage, British Energy is continuing to carry out further tests
as part of its inspection program.

To date, the additional tests have revealed no significant surface defects
and work continues to characterize and assess the significance of the
unusual indication found from the original ultrasonic examination.  British
Energy is working with independent experts and is in regular contact with HM
Nuclear Installations Inspectorate on these findings, and the progress of
its inspection program.

Based on these findings, British Energy now estimates that it is unlikely
that invasive repairs will be required.  On this basis, it expects that the
plant should be returned to service by mid November, as indicated last week.
If invasive repairs are required, a further announcement will be made.

Heysham 1

On October 28, both reactors at Heysham 1 were safely shut down following a
failure of a seawater cooling pipe within the turbine hall.  Both reactors
were shut down manually and the site's safety systems operated normally.
There was no radiological release.  The leak in the pipe has now been
stopped and the water has been removed from the turbine hall.  Work to
repair the pipe is ongoing and an investigation as to the cause of the fault
is taking place.  It is expected that the plant should be returned to
service by mid November.

Financial impact

The financial impact of these events is likely to be material, principally
as a result of the need to replace approximately 0.8 TWh of aggregate lost
output, which had previously been sold forward.

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


EINSTEIN GROUP: Administration Period Extended to January 30
------------------------------------------------------------
The Company announces that at the High Court on Thursday it was successful
in being granted an extension of its period of administration until January
30, 2004.  Lane Bednash and Asher Miller of Licensed Insolvency
Practitioners David Rubin and Partners were retained in office for the
period of this extension.

                              *****

In August, Einstein said it successfully applied to the High Court for an
Order appointing administrators.  The order was granted on July 30, 2003 for
three months for purposes which include attempting to secure the survival of
the company and the whole or any part of its undertaking as a going concern.
This follows the liquidation of its subsidiary Einstein TV Limited.


IMPERIAL CHEMCICAL: Posts Weak Q3 Results; Outlook Remains Hazy
---------------------------------------------------------------
Third quarter performance

(a) Group sales for the quarter 4% lower than 2002.

(b) Comparable* International Business sales for the quarter in
    line with last year.

(c) Comparable International Business trading profit* 5% lower
    for the quarter.

(d) Group profit before tax* GBP105 million for the quarter, 13%
    below 2002.

(e) Interest cover 5.6 times for the quarter (2002: 5.0).

(f) Net debt at quarter end GBP1,641 million (2002: GBP2,135
    million).

John McAdam, Chief Executive, said: "Good overall cost control provided some
profit protection in another difficult quarter, where trading conditions
were particularly challenging in Europe and North America.

"Whilst recent indications of an improving U.S. economy provide some
encouragement, the outlook for Q4 remains uncertain."

Strategy and Targets

(a) New financial targets announced.

(b) Strategy update to provided.

To See Full Copy of Group Results:
http://bankrupt.com/misc/IMPERIAL_Results.htm


IMPERIAL CHEMICAL: Rules out Disposals in Near Future
-----------------------------------------------------
Imperial Chemical Industries is providing a strategic update following the
Q3 analyst results presentation in London.  The full presentation is
available on the Imperial Chemical Industries website.

Summary of the key points:

Imperial Chemical Industries believes it can deliver substantial performance
improvement from its existing business, focusing on performance
transformation rather than portfolio transformation.  As previously stated,
Imperial Chemical Industries believes that major divestments are
unattractive at present.

Underpinning Imperial Chemical Industries' strategy is a vision of a company
built on leading edge technology and outstanding knowledge of customer
needs.

Imperial Chemical Industries Today

(a) A GBP6 billion specialty products and paints business, with
    a diverse customer base, serving a wide variety of end-use
    markets, many of which are close to the consumer and
    relatively non-cyclical.

(b) A business with broad geographic diversity, with Europe and
    U.S. each representing about one third of sales, and a
    strong and growing presence in Asia.

(c) A business with significant raw-material diversity employing
    thousands of petrochemical, natural and synthetic
    feedstocks.

(d) A business with strong positions in many of the markets in
    which it operates, from decorative paints to modified food
    starch, from fragrances to oleochemicals.

(e) A business that employs many very talented people, with
    significant expertise in their fields.

(f) A substantial specialty business, where many products are
    differentiated and therefore not easy for the customer to
    replace.


IMPERIAL CHEMICAL: To Specialize on Four Key Technologies
---------------------------------------------------------
Imperial Chemical Industries' vision is to become a genuine leader in
formulation science.  It has, and will continue to build, a portfolio of
businesses that are leaders within their respective industries, bringing
together outstanding knowledge of customer needs with leading edge
technology platforms in order to develop products that provide improved
performance for customers.

(a) Key products will include decorative paints, industrial
    adhesives, modified starches, fragrances and flavors.

(b) Key markets will include architectural coatings, home and
    personal care, food, packaging, electronics and
    geographically, Asia.

Four technology platforms underpin this vision: materials technology,
molecular science, bioscience, and technology enablers.

Three capabilities are critical for value creation, namely consumer
understanding, customer process understanding, and customer product
understanding.

The combination of these technology and value creation capabilities is
Imperial Chemical Industries' key source of competitive advantage.  Imperial
Chemical Industries believes it has strong capabilities in these areas
today, and these will be sustained going forward, although there are also
emerging areas in which Imperial Chemical Industries will be investing.

Capturing value from the sale of products that have been developed based on
this combination of capabilities, also requires skills in the areas of brand
management, key account and distributor management, and pricing.  Imperial
Chemical Industries recognizes that a number of these capabilities need to
be strengthened over the next few years.  Imperial Chemical Industries,
however, believes that its overall level of investment in R&D and marketing
is appropriate.


IMPERIAL CHEMICAL: Defines Pathway Towards Creating Value
---------------------------------------------------------
Imperial Chemical Industries' recent strategic review confirmed that there
are significant opportunities for creating and capturing additional value.
There are three principal requirements:

(a) Improved resource allocation.  Imperial Chemical Industries will be more
focused and directive in ensuring that each strategic business unit is
pursuing the right generic strategy, and that the right level and type of
resource is allocated to each of the markets in which they operate.  The
strategic business unit's will be segmented into four groups, depending on
their likelihood of delivering profitable growth.  These groups currently
comprise:

---------   ---------      ---------------------------
Strategic   Strategic      Strategic Business Units *
stance      Approach
---------   ---------      ---------------------------
Grow        Aggressively   Fragrances, Flavours, Electronic materials,
Starch
                           Asia, Adhesives Asia, Paints Asia
---------   ---------      ---------------------------
Grow        Selectively    Paints Europe, Paints Latin America, Pan-Atlantic
                           Food starch
---------   ---------      ---------------------------
Maintain    Aggressively   Paints North America, Pan-Atlantic Adhesives
---------   ---------      ---------------------------
Maintain    Selectively    Packaging Coatings, Emulsions, Industrial Starch,
                           Base Oleochemicals, Base Surfactants
---------   ---------      ---------------------------
* Major strategic business units only

Resources will be allocated preferentially to those strategic business
unit's in the 'Grow Aggressively' category.  In these strategic business
unit's, the principal aim will be to gain market share, albeit to do so
profitably.

Imperial Chemical Industries recognizes that significant investment in
technology and marketing is unlikely to deliver a payback in every market in
which it operates.  In some cases divestment of businesses will be
considered but, where that is either not practical or not value-adding, the
generic strategy will focus more heavily on cost and capital effectiveness
than on product differentiation.

(b) Greater emphasis on profit and cash generation.  Imperial Chemical
Industries believes it is unlikely to reach its targets without a step
change in cost and capital effectiveness.

Imperial Chemical Industries will seek to substantially improve
effectiveness in fixed and variable cost management, and in working capital
and fixed capital efficiency.  Progress towards better utilization in plants
where operating efficiency is low, and better mix in plants where it is
high, should allow Imperial Chemical Industries to hold capital expenditure
to around GBP200 million per annum for the next few years.

The restructuring programs announced earlier this year are the cornerstone
of the drive for greater cost efficiency, with expected delivery of some
GBP110 million of P&L benefit in 2005.

(c) More effective execution. Imperial Chemical Industries believes it has
both strong technology and market capabilities, and the skills required to
utilize these capabilities in order to develop products that generate
superior value for customers.  Imperial Chemical Industries seeks to
deliver, however, improved and more consistent bottom-line performance.
This requires effective execution of the announced restructuring programs,
of tailored business profitable growth strategies, and in increasing
operational effectiveness.

The organization model going forward will be designed to facilitate this.
Imperial Chemical Industries will continue to be organized around today's
International and Regional &
Industrial businesses.

Additionally, executive groups across Imperial Chemical Industries will be
formed to drive operational excellence, a vital part of which will relate to
cost- and capital-effectiveness.  These groups will be established for
Procurement, IT, HR, Technology, Manufacturing and Finance as well as
Safety, Health and the Environment.  Imperial Chemical Industries will also
seek to behave in a sustainable and environmentally responsible manner
wherever it operates.

The leaders of the businesses will be held accountable for driving value
through profitable growth; and, together with the new executive groups, will
take co-ownership for driving value through operational effectiveness within
their own business and right across Imperial Chemical Industries.


IMPERIAL CHEMICAL: Aims for Double-digit Earnings Growth
--------------------------------------------------------
Imperial Chemical Industries will continue to measure its performance on the
basis of total shareholder return performance relative to its peers,
recognizing that delivery against its targets is not independent of general
economic and market conditions.

Internally, Imperial Chemical Industries' performance focus has been, and
will continue to be, on economic profit growth, and Imperial Chemical
Industries announces a number of targets that, if delivered, will lead to
growth in economic profit over time.  These targets are based around current
U.K. accounting standards:

(a) Average sales growth at, or better than, the growth in real GDP over the
four year period 2004 to 2007.  This target is expressed on a comparable
basis, excluding exchange rate translation impacts and the effects of
acquisitions and divestments.

(b) An increase in Group trading profit margins, before goodwill
amortization and exceptional items, by an average of 1/2% per annum over the
next four years.  If achieved, this will raise trading margins from around
7%, as delivered in the first 9 months of this year, to about 9% in 2007.

(c) In addition, reflecting the importance of improving capital
effectiveness in enhancing economic profit, Imperial Chemical Industries
also intends to improve after tax return on capital employed by an average
of 1% per annum to close to 10% in
2007.

If delivered, the combination of these targets will result in, on average,
double-digit growth in earnings per share, before goodwill amortization and
exceptional items, each year from 2004 until 2007.

Imperial Chemical Industries' intent is to ensure that variable compensation
plans are intimately related to these targets.

Imperial Chemical Industries believes that its balance sheet provides
sufficient scope to invest in the capabilities needed for driving profitable
growth.  Investment in marketing appropriation in Paints has consistently
increased, and is now some 7% of sales.

Similarly, R&D spend across the other International Businesses is up to
around 3.5% of sales.

Finally, Imperial Chemical Industries is committed to improving cash flow.
Its target will be to generate positive cash flow before acquisitions on a
sustainable basis from 2005 onwards.

Imperial Chemical Industries' historic performance and the definitions upon
which these targets are based are contained in Appendix I and II
respectively.

To See Appendices:
http://bankrupt.com/misc/Imperial_Appendices.htm


INDEPENDENT NEWS: Gets EUR26 Million for Abbey Street Property
--------------------------------------------------------------
Independent News & Media PLC (INWS.I) announced that its wholly owned Irish
subsidiary, Independent Newspapers (Ireland) Limited, has agreed the sale of
its premises at 90 Middle Abbey Street in Dublin for a price of EUR26.0
million.  INIL will remain in the building, while proceeding with its plans
for alternative accommodation.  The purchaser is a joint venture of
Arnotts and The Kelly Group.

                              *****

Independent News is currently trying to dispose assets, including its
regional titles, to reduce its EUR1.3 billion (GBP900 million) debt burden
and refinance borrowings.   Its target is to reduce group debt to EUR1
billion.  It has already raised EUR103 million from a rights issue and last
week raised another EUR24 million by selling its Portuguese assets.

CONTACT:  INDEPENDENT NEWS & MEDIA
          Vincent C. Crowley, Chief Executive
          Phone: +353.1.705.5200

          MURRAY CONSULTANTS
          Pat Walsh
          Phone: +353.1.4980300/+353.87. 2269345


TADPOLE TECHNOLOGY: Operating Loss Down on Higher Turnover
----------------------------------------------------------
The Company announces the unaudited trading results of its continuing
operations for the year ended September 30, 2003.  Turnover from continuing
operations doubled from GBP1.8 million in 2002 to GBP3.6 million in 2003 and
the operating loss before foreign exchange and interest reduced from GBP6.2
million in 2002 to GBP3.3 million in 2003.  The second half results showed a
particularly strong improvement -- an operating loss before foreign exchange
and interest of GBP0.7 million compared with GBP3.0 million in 2002 -- due
to strong revenue growth and a move in to profitability in Cartesia and cost
reductions by Endeavors.

More information on trading activities, including the Chairman's Statement
with an updated outlook for 2004, will be given in the Preliminary Statement
of annual results for the year ended September 30, 2003.

The Company expects to publish its Preliminary Statement in late November
2003, its Annual Report and Financial Statements in December 2003, and to
hold its Annual General Meeting in January 2004.


UNITED MILK: Receivers Strike Deal to Keep Firm Running
-------------------------------------------------------
Joint administrative receivers from PricewaterhouseCoopers said they were
able to strike a "highly innovative" and complex leasing arrangement with
Westbury Dairies, a consortium of farmer-owned milk co-operatives, according
to The Scotsman.

The deal, which was initiated after the receivers were unable to sell the
business, is expected to save the jobs of 150 staff at the U.K.'s biggest
milk processing plant.

The plant ran into difficulties after it began trading from a new plant,
which strapped it with cash necessary to continue running.  The crisis left
about 200 to 300 farmers unable to collect payments for milk supplied for
six weeks.  United Milk processes 2.4 million liters of milk a day and had
an annual turnover of more than GBP100 million.

Receivers restored the supply of milk from farmers, and receivers negotiated
increased volumes from milk co-operatives.  It also arranged for financial
backing for trading losses that paved the way for the recent deal.

Joint administrative receiver Roger Marsh, who took control of the plant in
August, said: "Given the significant challenge we faced on appointment to
save the plant from closure, we have to consider this an excellent result.

"This deal was extremely complicated to construct and execute and as such,
took longer than a normal receivership sale," the receivers said.


                            *********


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

Troubled Company Reporter -- Europe is a daily newsletter co-published by
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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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