/raid1/www/Hosts/bankrupt/TCREUR_Public/031107.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

            Friday, November 7, 2003, Vol. 4, No. 221


                            Headlines

B E L G I U M

FORD MOTOR: First Installment of Redundancy to Affect 1,150


F R A N C E

ALSTOM SA: Wins EUR76 Million Belgian Railways Contract
SUEZ SA: Sells Water Treatment Subsidiary for US$4.35 Billion


G E R M A N Y

DEUTSCHE TELEKOM: Club-Internet Next in Auction List
HVB GROUP: Securitizes EUR2.15 Billion Loan via KfW's PROMISE
INFINEON TECHNOLOGIES: CEO Vows Not to Repeat 2001, 2002 Losses
PROSIBENSAT.1 MEDIA: Dr. Ludwig Bauer Leaves Executive Board


G R E E C E

OLYMPIC AIRWAYS: Offers for Sale Aircraft, Spare Parts


I R E L A N D

COATS BARBOUR: Reduces Workforce to Contain Financial Crisis
ELAN CORPORATION: Closes 35 Million Ordinary Shares Offer


I T A L Y

ALITALIA SPA: Government Reviews Cost-cutting Plan
TELECOM ITALIA: Nine Months to September Revenue Up 7.8%
TELECOM ITALIA: Reports EUR29.5 Million Third Quarter Loss


N E T H E R L A N D S

HAGEMEYER N.V.: Creditors Extend Debt Moratorium to February
HAGEMEYER N.V.: Gets EUR33 Million for Tapes Distributing Unit
VERSATEL TELECOM: Third Quarter Revenues Slightly Up


N O R W A Y

PETROLEUM GEO-SERVICES: Emerges from Chapter 11 Protection


P O L A N D

NETIA SA: Reports PLN824 Mln Net Loss Due to Impairment Charge


U N I T E D   K I N G D O M

BRITISH AIRWAYS: October Traffic, Capacity Up Year-on-year
CHARTER PLC: Peddles U.S. Interests to Pay US$72.3 Million Debt
CHARTER PLC: Denies Alleged Default on Notes Due 2007, 2009
CHARTER PLC: To Sell Core Assets if Cash Generation Plan Fails
CHARTER PLC: Expects Satisfactory Trading Prospects for the Year

EURO DISNEY: Buys Time to Close Crucial Refinancing Deal
NETWORK RAIL: Drafts Graham Eccles to Aid in Transformation
SSL INTERNATIONAL: Executives Facing Fraud Suit Plead Not Guilty
WEMBLEY PLC: Video Lottery Expansion Plans in Colorado Rejected
WEMBLEY PLC: Additional Terminals Boost Ten-month Revenues
WEMBLEY PLC: Sells Loss-making Catford Operation
WEMBLEY PLC: Vows to Fight Bribery, Breach of Contract Lawsuits


                            *********


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B E L G I U M
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FORD MOTOR: First Installment of Redundancy to Affect 1,150
-----------------------------------------------------------
Unions, which met Ford's plan to cut jobs at Genk with widespread unrest
last month, received the initial announcement of redundancies on Tuesday
with tepid reaction, according to Expatica News.

Ford management said in October it would downsize its workforce by 3,000.
On Tuesday it said 1,150 workers would be eligible for early retirement at
the age of 50.  Unions had hoped the figure would reach 1,350.  Talks
intended to lead to a deal on social measures to accompany the large-scale
redundancies are currently being held.  Unions are also seeking to prevent
unnecessary redundancies by cutting working hours and promoting early
retirement for employees aged 50 or older.

Ford Motor Co. wants to streamline its German operation to bring the
European operations back to profit.  The plan is to lower personnel costs by
10% via the planned redundancies at the Genk factory.  The 3,000 workers
represent 36% of the factory's workforce.

In the first nine months this year, sales in Western Europe fell 4.6%,
higher than the market's 1.5% decline.


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F R A N C E
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ALSTOM SA: Wins EUR76 Million Belgian Railways Contract
-------------------------------------------------------
Belgian Railways (SNCB) awarded a consortium consisting of Alstom and
Siemens a contract for the supply of new electronic control centers and
signaling equipment.  The total value of the contract is approximately
EUR116 million.  Alstom's scope of supply, worth EUR76 million, is for
interlocking technology from its SMARTLOCK range.  Siemens is responsible
for project management and will supply the control room equipment; its share
of the order is EUR40 million.

This is a repeat order for both Alstom and Siemens, which have already
supplied the same technology for SNCB's long-term project to optimize safety
and punctuality of their train operations.

"We are delighted with this significant order for more SMARTLOCK
technology," said Philippe Mellier, president of Alstom Transport.  "It is
a further confirmation of the trust that our customers are placing in
Alstom."

With more than 35 product lines and a presence in more than 60 countries,
Alstom's Transport sector offers complete products and services for new
rolling stock, signaling, and electrical and mechanical infrastructure as
well as maintenance and rehabilitation services to four distinct types of
customers: urban transit authorities and operators; intercity passenger rail
operators and rolling stock owners; rail freight operators; and intercity
railway infrastructure owners.  Alstom's Transport sector, with sales of
EUR5.1 billion in financial year 2002-2003, is among the world's leading
suppliers to the railway industry.


SUEZ SA: Sells Water Treatment Subsidiary for US$4.35 Billion
-------------------------------------------------------------
SUEZ has just concluded according to schedule the sale of Nalco, its
subsidiary specializing in chemical water treatment and industrial
processes.  The signing of a memorandum of understanding between SUEZ and a
consortium composed of the Blackstone Group, Apollo Management L.P., and
Goldman Sachs Capital Partners regarding this operation was announced
September 4, 2003.  The transaction values Nalco at US$4.350 billion.

The sale of Nalco is a strategic decision which:

(a) Is in line with the objectives of the SUEZ 2003-2004 action
    plan announced January 9, 2003, namely, to improve
    profitability and strengthen the Group's financial
    structure;

(b) Reduces Group's net debt;

(c) Improves SUEZ return on capital employed (ROCE): 9.1% ROCE
    for global businesses in 2002, excluding Nalco, to be
    compared with 8.6% ROCE for global businesses in 2002; and

(d) Sharpens the Group structure.

Total disposals carried out since February 2003 have contributed EUR10
billion to reducing SUEZ debt.  Therefore, already in 2003, the Group has
achieved one of the principal goals of the Action Plan, namely, to reduce
its net debt (which stood at EUR28 billion at June 30, 2002) by one-third.
Net debt came at EUR16.5 billion, pro forma at June 30, 2003.

Following the transaction, Nalco will be accounted for under the equity
method from January 1, 2003 until November, 5, 2003.  Excluding Nalco, SUEZ
9 months revenues at September 30, 2003 were EUR28.7 billion, up 4.4%, with
an organic revenue growth of 8.4%.

SUEZ (http://www.suez.com),a worldwide industrial and services Group,
active in sustainable development, provides companies, municipalities, and
individuals innovative solutions in Energy - electricity and gas - and the
Environment - water and waste services.  In 2002, SUEZ generated revenues of
EUR40.218 billion (excluding energy trading).  SUEZ is listed on the
Euronext Paris, Euronext Brussels, Luxembourg, Zurich and New York Stock
Exchanges.


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


DEUTSCHE TELEKOM: Club-Internet Next in Auction List
----------------------------------------------------
Deutsche Telekom AG, the German company that has been selling assets and
cutting costs to reduce debt, is reportedly planning to divest another of
its foreign asset.  Intesatrade, citing Le Figaro, said the troubled
telecoms operator is lining up the sale of Club-Internet, France's
third-biggest Internet service provider.

Deutsche Telekom has net debt of EUR21 billion, EUR12.6 billion of which
comes due next year and another EUR8.4 billion in 2005.  It has been selling
new bonds to refinance more expensive debt, and has sold bonds backed by the
receivables of its fixed-line and information-technology units.


HVB GROUP: Securitizes EUR2.15 Billion Loan via KfW's PROMISE
-------------------------------------------------------------
HVB Group launched its fourth asset backed securities transaction under the
KfW Group's securitization platform PROMISE.  This transaction, named
Promise XXS-2003-1 Plc, marks the first securitization under PROMISE of a
portfolio comprised primarily of loans to small enterprises and
self-employed professionals.  HVB launched the transaction as sole
bookrunner in cooperation with Credit Suisse First Boston, which acted as
joint-lead manager.  The total volume is EUR2.153 billion, of which EUR367
million were placed in the capital markets in form of ABS notes.

Within the scope of the Promise XXS-2003-1, the credit risk attached to
loans that have been extended to German SMEs (Mittelstand), small business
clients and self-employed professionals is transferred to the capital
markets.  What sets this transaction apart is the large number of loans to
small enterprises (companies with annual turnover professionals as well as the concentration to the health care sector.  The
average loan size in the pool, at just over EUR150,000, is relatively small,
whereas the pool itself, comprising 15,615 loans to 9,030 borrowers, is
quite large (average of past PROMISE transactions: about 2300 loans to about
1800 borrowers).  Due to the large portion of loans in the pool the single
obligor concentration is much smaller with the largest being only 0.29%.

The portfolio is highly diversified in terms of sectors, borrowers and
regions.  Average loan seasoning is 64 months.  In geographical terms, the
loans are heavily skewed toward southern Germany, with nearly 70% in Bavaria
and Baden-Wurttemberg.  Health care is the clear leader among sectors,
accounting for 30% of the total volume, this group being comprised mainly of
specialist doctors and dentists.

Promise XXS-2003-1 is a synthetic transaction in which, unlike a true sale
transaction with its additional funding benefit -- only the credit risk of
the underlying is securitized.  The credit risk is transferred to KfW via a
credit default agreement.  KfW hedges itself in the capital market through
Super Senior Swaps and Notes sold on the capital market.  The notes have a
weighted average life of 3.66 years.

Using the KfW platform enables HVB Group to achieve regulatory capital
relief, thereby creating capacities for new loans to the German Mittelstand
customers, the credit risk of which could then also be securitized through
potential future transactions.

The transaction is part of HVB Group's liquidity and balance sheet
management aimed at reducing the bank's risk-weighted assets.  Part of the
aim of its "Transformation Program 2003" is to reduce risk-weighted assets
by means of securitization and the sale of holdings and loan portfolios.
With Promise XXS-2003-1, another step to successfully reduce risk assets has
now been implemented with a volume of approximately EUR1.8 billion.

Tranches and pricing:

Tranche            Rating    Volume in EUR    Coupon
                (S&P/Moody's)
Super Senior     AAA/Aaa    1,698,450,000       -
Class A+         AAA/Aaa          250,000       -
Class A          AAA/Aaa      107,650,000   3-M-Euribor + 38 bp
Class B           AA/Aa1      104,200,000   3-M-Euribor + 70 bp
Class C            A/A1        73,400,000   3-M-Euribor + 120 bp
Class D          BBB/Baa2      46,100,000   3-M-Euribor + 275 bp
Class E           BB/Ba2       36,600,000       -
Class F            B/B2        12,050,000       -
Class G          non-rated     74,300,000       -

CONTACT:   HVB GROUP
           Dr. Knut Hansen
           Phone: + 49 (0)89 378-24644
           E-mail: knut.hansen@hvbgroup.com

           KFW GROUP
           Nathalie Drucke
           Phone: + 49 (0)69 7431-2098
           E-mail: nathalie.druecke@kfw.de


INFINEON TECHNOLOGIES: CEO Vows Not to Repeat 2001, 2002 Losses
---------------------------------------------------------------
Infineon Technologies AG Chief Executive Ulrich Schumacher forecasted that
the semiconductor market could face its next decline in 2006.  He said in an
interview with Sueddeutsche Zeitung newspaper that "should 2004 and 2005 be
really good years, one will have to wrap up very warmly in 2006."

He said the German chipmaker aims to have achieved enough flexibility to
cope with the next downturn. "Such heavy losses as in 2001 and 2002 should
never occur again," he said.

Infineon Technologies AG, Munich, Germany, offers semiconductor and system
solutions for the automotive and industrial sectors, for applications in the
wired communications markets, secure mobile solutions as well as memory
products.  It is hoping to abandon nine straight quarters of losses when it
reports results in the three months to the end of September.


PROSIBENSAT.1 MEDIA: Dr. Ludwig Bauer Leaves Executive Board
------------------------------------------------------------
Dr. Ludwig Bauer, the member of the Executive Board of ProSiebenSat.1 Media
AG in charge of television, has left the Company as of October 31, 2003, at
his own request.  Because of differences of opinion regarding the Company's
future strategic orientation, he has asked to be released from his duties
and, in mutual agreement with the Supervisory Board, has resigned from the
Executive Board.

"We want to thank Dr. Bauer for his valuable contribution toward the success
of the ProSiebenSat.1 Group over the years," said ProSiebenSat.1 Media AG
CEO Urs Rohner.  "Since 1999, Dr. Bauer has worked with us in successfully
bringing to life the concept of a family of stations within the German
television market.  He has earned lasting credit for the evolution of
programming at Sat.1, ProSieben and Kabel 1."

Dr. Bauer studied German and English language and literature, as well as
media communications, in Munich.  Now 46, he has worked for the
ProSiebenSat.1 Group since 1992.  He came to the group as head of
programming research at Kabelkanal, the cable channel that was renamed Kabel
1 in 1994.  He became head of programming at Kabelkanal in December 1992.
In 1995 he changed over to ProSieben as assistant programming director and
head of program scheduling. From 1996 to 1999 he was managing director of
Kabel 1. In 1999 he was appointed as the Executive Board member in charge of
television for what was then the ProSieben Group.  After the merger with
Sat.1 in 2000, he was named to the analogous position on the ProSiebenSat.1
Group's board.

The Executive Board position exclusively concerned with television
operations at ProSiebenSat.1 Media AG will be eliminated after Dr. Bauer's
departure.  In the future, the managing directors of stations Sat.1,
ProSieben and Kabel 1 will report directly to the CEO.

CONTACT:  PROSIEBENSAT.1 MEDIA AG
          Dr. Torsten Rossmann
          Company Spokesman
          Medienallee 7
          D-85774 Unterfohring
          Phone: +49 [89] 95 07-11 80
          Fax: +49 [89] 95 07-11 84
          E-mail: Torsten.Rossmann@ProSiebenSat1.com


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G R E E C E
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OLYMPIC AIRWAYS: Offers for Sale Aircraft, Spare Parts
------------------------------------------------------
Olympic Airways S.A.
Invitation for Tenders
Ref: S-1/A300/2003

Olympic Airways S.A. invites tenders for the sale of:

(a) Aircraft: two (2) A300-605R, equipped with
              GE CF6-80C2A5 engines,
              A/C MSN : 632 (Year 1992)
              31724FH / 13737 Cycles
              696 (Year 1993) 28331FH / 12375 Cycles
              Note: FH and Cycles as per 19/10/03

(b) Spare APU: GTCP 331-250 H

(d) Spare Parts & Special Tools for (a), (b)

These will be sold "as is where is" either in a package deal or
individually.  The condition of the above is outlined in the detailed Tender
Document.  Offers will be accepted only from individuals or corporations.
Brokers are excluded.  Interested parties can inspect the above, upon
request and obtain Tender Documents from:

Mr. Kleon Chryssafitis
Technical Services Division
Phone: 30-210-3562264
Fax: 30-210-3562104

Sealed envelopes should be sent to the following address, clearly indicating
the reference below, no later than 14:30 hrs GMT on November 26, 2003, being
and the time of the opening of the tenders.

In cases of:

(a) Mistakes and/or omissions of the indication on the envelopes
    or

(b) Delayed posting, beyond the indicated date and time, tenders
    will not be accepted.

Olympic Airways reserves the right to declare the Tender fruitless or the
submitted offers not beneficial, without any further justification.  The
present invitation will be ruled by Greek Law and in case of any disputes
that may arise from the present invitation, the Courts of Athens will be
exclusively competent.

Tender S-1/A300/2003
Olympic Airways SA
Chief Financial Officer
Athens Hellinikon Airport West Terminal
Hellinikon 166 04
Greece


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I R E L A N D
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COATS BARBOUR: Reduces Workforce to Contain Financial Crisis
------------------------------------------------------------
Coats Barbour, part of Coats, the world's largest supplier of industrial
sewing thread, plans to cut jobs at its plant at Hilden, according to the
Belfast Telegraph.

The move, prompted by financial losses and a continued fall in demand for
threads produced by the factory, will see 55 employees lose jobs at the
plant near Lisburn.  The job-cuts will leave only over 100 workers at the Co
Antrium plant.

The management is negotiating with unions on a restructuring program,
including redundancies set to come into effect next spring.  They said
reorganization is needed to stem losses in the company.

A further blow to the factory is the plans of Coat to transfer thread
production from various sites in the U.K., including Hilden, to its plants
in Turkey, Indonesia, China and Hungary from next April.  Barbour has been
in North Ireland since 1784.


ELAN CORPORATION: Closes 35 Million Ordinary Shares Offer
---------------------------------------------------------
Elan Corporation, plc (NYSE:ELN) announced Wednesday it has completed the
offering and sale of 35 million Ordinary Shares at a price of US$4.95 per
share.  Elan also announced that it expects to complete the offering of 6.5%
Convertible Guaranteed Notes due 2008 the on November 10, 2003, rather than
November 11, 2003 as previously announced.  The offering and sale of the
Ordinary Shares was made, and the offering and sale of the Notes is being
made, outside the United States to non-U.S. persons in reliance on
Regulation S under the Securities Act of 1933, as amended.

The aggregate gross proceeds of the Ordinary Share offering were
approximately US$173.3 million (before deducting commissions and concessions
and the expenses of the offering).

The Ordinary Shares, the Notes, the guarantee of the Notes and the shares to
be issued upon conversion of the 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.

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.

CONTACT:  Elan Corporation, plc
          Investors:
          Emer Reynolds,
          Phone: 353-1-709-4000
                 800-252-3526


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I T A L Y
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ALITALIA SPA: Government Reviews Cost-cutting Plan
--------------------------------------------------
Alitalia S.p.A's privatization must be postponed until after a study has
been conducted on the airline's industrial plan, Labor Minister Roberto
Maroni told Italian papers Wednesday, Intesatrade said.

Alitalia, which is working to merge with either Air France or Dutch airline
KLM Royal, is planning a three-year cost-cutting program that includes
lay-offs of about 1,500 employees.   At least 1,200 jobs could also be
outsourced.  The Transport Ministry Committee and Alitalia's board met this
week to discuss the cost cutting measure.

Alitalia S.p.A is expecting net loss to hit EUR410 million this year, higher
than last year's EUR233 million.  The projected loss was widely expected
since this fact had been settled six months into the year.  Losses during
this period reached EUR315 million, far exceeding the total loss last year.


TELECOM ITALIA: Nine Months to September Revenue Up 7.8%
--------------------------------------------------------
The Board of Directors of Telecom Italia Group, chaired by the Chairman
Carlo Buora has examined the financial statements for the first nine months
of 2003 as submitted by the Chief Executive Officer Marco De Benedetti.

Telecom Italia Group

For the first nine months of 2003 the Telecom Italia Group posted revenues
for EUR8,635 million, representing a 7.8% growth with respect to the first
nine months of 2002 (EUR8,010 million).  When exchange-rate effects are
excluded, this increase reached 13.5%.

Gross operating profit was EUR4,157 million which represents a 6.5% increase
with respect to the same period of last year (EUR3,903 million).  When
exchange-rate effects are excluded this increase was 7.8%.  The margin of
gross operating profit to total revenues was 48.1% (48.7% for the first nine
months of 2002), and as such maintains a very impressive level
notwithstanding the impact of the Brazilian start-ups and the benefit for
Telecom Italia Group S.p.A. of the elimination of the TLC contribution
charge following the positive ruling by the European Court of Justice
declaring the illegitimacy of the law instituting the contribution.  For the
first nine months of 2002 said charges amounted to EUR112 million.

Operating income was EUR2,944 million, which represents a growth of 8.5%
with respect to the corresponding period in 2002 (EUR2,713 million).  The
ratio of operating income to total revenues was 34.1% representing an
improvement with respect to the figure of 33.9% posted in the first nine
months of 2002.

The net balance as between extraordinary income and charges (a gain of
EUR505 million) was influenced by the combined effect of two non-recurrent
elements for an overall amount of EUR439 million (EUR380 million net of tax
deductions):

(a) the implementation of the foregoing sentence of the European Court of
Justice, with the consequent entry as extraordinary income of the debt
accruing as of December 31, 2002, for EUR543 million (EUR334 million net of
the relative tax deductions);

(b) the adjustments in the carrying amounts of shareholdings in Peru and
Venezuela, which required Telecom Italia Group to write down the value of
its subsidiary Telecom Italia Group International and to make a partial
write down of the goodwill regarding its Venezuelan subsidiary Digitel (for
EUR104 million) in the consolidated accounts, with an overall effect in the
consolidated statements, net of the relative tax charges, a gain of EUR46
million.

The consolidated net income for the period attributable to the parent
company Telecom Italia Group amounted to EUR1,970 million (EUR1,252 million
for the same period in 2002) and was positively influenced by the foregoing
non-recurrent operations for EUR380 million.  The results of the first nine
months of 2002 were also influenced by extraordinary events such as capital
gains from the disposal of the stakes in Bouygues Telecom, Mobilkom Austria
and Auna for EUR845 million, and extraordinary writing downs for EUR1,333
million, for an overall gain, net of the related tax effects, of EUR97
million.  Eliminating said phenomena, the comparison between the net results
attributable to the parent company in the two periods reveals a 37.7%
growth.

Investments by the Telecom Italia Group amounted to EUR908 million compared
to EUR1,027 million made in the corresponding period in 2002.  In
particular, industrial investments for the period were EUR829 million and
financial investments EUR79 million

Free operating cash flow (Operating income + Depreciation and
amortization-Industrial Investments - Variations in Operating Working
Capital), amounted to EUR3,123 million, an improvement of EUR685 million
with respect to the first nine months of 2002.  The free operating cash flow
to revenues ratio amounted to 36.2%, an improvement on the same period in
2002 (30.4%).
The net financial position posted cash for EUR486 million (an improvement of
EUR2,408 million with respect to December 31, 2002) after a dividend
distribution of EUR429 million.
The number of the Telecom Italia Group mobile lines amounted to
approximately 43.2 million representing a 10.4% increase with respect to the
figure posted as of December 31, 2002 (39.1 million).

The Telecom Italia Group's personnel at 18,866 units has grown with respect
to December 31, 2002 by 164 units as a result of the development of South
American operations.

Telecom Italia Group S.p.A.

In the first nine months of 2003 revenues reached EUR6,980 million (EUR6,544
million in the same period last year), registering a 6.7% increase.  The
growth in revenues was driven by both the positive trend in traffic revenues
which amounted to EUR5,338 million  (EUR5,111 in the first nine months of
2002, +4.4%) and the significant increase in value-added service revenues
(VAS), which equaled EUR743 million representing an increase of 40.2% with
respect to the first nine months in 2002 and accounted for 11.1% of service
revenues (8.5% for the corresponding period of 2002).  In particular, the
positive dynamics of traffic revenues are correlated to the significant
increase in the volume of traffic (4% higher than in the first nine months
of 2002), while the increase in VAS revenues was impacted by the strong
growth in innovative value-added services (interactive services, MMS,
downloads, GPRS traffic, etc.) which recorded a growth rate, with respect to
the same period in 2002, of 126% ARPU (average revenue per user) for the
first nine months of 2003 stood at EUR28.1, a growth of approximately 1.1%
with respect to the same period of last year.  VAS ARPU reached EUR3.2;
11.4% of the overall value (8.7% in the first nine months of 2002).

Gross operating profit stood at EUR3,805 million,  representing a growth of
10% with respect to the first nine months of 2002 (EUR3,458 million).  The
margin of gross operating profit on total revenues reached 54.5% (52.8% in
the same period in 2002).  As previously stated, the results for the period
do not include the charges for the TLC contribution (amounting to EUR112
million in the first nine months of 2002).

Operating income amounted to EUR2,969 million a growth of 13.3% (EUR2,620
million as of September 30, 2002), with a ratio to total revenues of 42.5%
(40% for the same period in 2002).  These results reflect the amortization
for tax purposes of the UMTS license, which commenced in January, 2002
(EUR91 million)
The net balance of extraordinary income and charges, posted a gain of EUR119
million, and was influenced by the aforementioned non-recurrent operations:

(a) extraordinary income following the cancellation of the debt accrued for
the contribution for TLC operations due as of December 31, 2002 and
amounting to EUR543 million (EUR334 million net of the related tax charges);

(b) the write down of EUR478 million of the book value of the subsidiary
Telecom Italia Group International, in line with the adjustment of the book
values of operating subsidiaries in Venezuela and Peru as a result of the
ongoing economic and political strains in their respective markets.  Net of
the related tax effects, the impact of the writing down was about EUR328
million.

Net income for the period was EUR1,846 million compared to EUR299 million
posted for the same period in 2002.  Said 2002 result reflected the write
down of the subsidiary Telecom Italia Group International for an overall
amount of EUR1,930 million (EUR1,345 million net of the correlated tax
effects).  Excluding the impact of aforementioned non- recurrent items from
the results of the two periods in question, the growth in net income was
11.9%.

Investments in the period totaled EUR709 million, of which EUR474 million
for industrial investments and 235 million for financial investments, mainly
tied to financing of the start-up of foreign subsidiaries.

Free operating cash flow for the period amounted to EUR3,409 million
(EUR2,837 million in the first nine months of 2002), reaching a percentage
of 48.8% in relation to total revenues (43.4% in the first nine months of
2002).

The net financial position posted a cash position of EUR1,075 million (an
improvement of EUR2,567 million  with respect to December 31, 2002).

Telecom Italia Group, with 26.1 million lines as of September 30, 2003 (+3%
with respect to December 31, 2002), confirms its position as domestic market
leader.

The employees of Telecom Italia Group S.p.A. as of September 30, 2003
amounted to 10,058 units, 203 units less with respect to December 31, 2002.

The first nine months of 2003 results of the main subsidiaries and associate
companies of the Telecom Italia Group

Subsidiaries

LATIN AMERICA

BRAZIL (average exchange rate real/ euro 0.287261394)

Telecom Italia Group Brasil Group

In the course of the third quarter the Telecom Italia Group Brasil Group,
thanks to the launch of GSM services by the on-going companies already
operating TDMA technologies, achieved the important result of becoming the
first and only operator able to provide a service based on GSM technology
throughout the entire national territory.

The Group's operations in the first nine months of 2003 recorded a positive
trend.  In particular, Telecom Italia Group Celular, the start-up company
operating exclusively with GSM technology, reached 1,621 thousand lines by
September 30, 2003.  At the same date, Telecom Italia Group lines in Brazil
totaled 7,124 thousand units, an increase of 1,789 thousand lines with
respect to December 31, 2002.

Telecom Italia Group Brasil consolidated revenues equaled 3,064 million
reais, a 54% growth with respect to the first nine months of 2002 achieved
mainly thanks to the increase in the number of managed line and the
resulting increase in traffic volumes.

Consolidated gross operating profit accounted for 388 million reais (a 40.9%
reduction with respect to the same period in 2002) and a consolidated
operating loss of 427 million reais, reflecting the costs sustained for the
expansion of the Group and the start up of Telecom Italia Group Celular
which launched service in October 2002.

The main results of the operating companies of the Telecom Italia Group
Brasil Group are:

The Tele Nordeste Celular Group, which operates the mobile network services
in the northeastern region of Brazil posted revenues for 798 million reais
in the first nine months of 2003, an increase of 11% with respect to the
same period in 2002.
Gross operating profit reached 359 million reais (a decrease of 5.5% with
respect to the first nine months of 2002) with a gross operating profit to
sales revenues ratio in the period of 45%.  At 181 million reais operating
income represented a reduction of 4.7% with respect to the first nine months
of 2002.  The operating income to revenues ratio for the period was 22.7%.
The foregoing results reflect the commercial actions conducted to defend the
company's leadership position in the face of stiff competition from a new
GSM operator, Oi, and for the launch of the GSM services, which took place
in the last quarter, as well as the impact of anti-competitive actions taken
by the incumbent fixed-line operator.

The Tele Celular Sul Group, which operates mobile network services in the
southern region of Brazil posted revenues for 860 million reais in the first
nine months of 2003; an increase of 18.5% with respect to the same period in
2002.

Gross operating profit was 349 million reais (an increase of 8% with respect
to the first nine months of 2002), with a revenues ratio of 40.6%.

At 177 million reais operating income was 21.2% higher than in the same
period in 2002. The ratio of operating income to revenues in the period was
20.6%.

Maxitel, which operates mobile network services in the areas of Minas
Gerais, Bahia and Sergipe posted revenues for 661 million reais in the first
nine months of 2003, a 20.4% increase with respect to the corresponding
period in 2002.

Gross operating profit was 243 million reais (an increase of 11% with
respect to the same period in 2002) with a revenues ratio of 36.8%.

Operating income is positive and it amounted  to 95  million reais, an
increase of 72.7% with respect to the first nine months of 2002. The
operating income to revenues ratio for the period was 14.4%.

Telecom Italia Group Celular, which since October 18, 2002, has been
providing GSM mobile services in the north of Brazil and in the states of
the centre, Sao Paulo, Rio Grande do Sul, Rio de Janeiro and Espirito Santo
posted revenues for 752 million reais in the first nine months of 2003.

A gross operating loss of 591 million reais and an operating loss of 876
million reais which reflect the costs sustained for the start-up phase.

PERU (average exchange rate nuevo sol/EUR0.258546915)
Telecom Italia Group Peru, which launched operations in January 2001,
confirmed its positive growth levels by reaching 537 thousand lines as of
the end of September 2003, and has acquired a market share of 20%.

In the first nine months of 2003 the company increased its revenues by
75.5%, posting a figure of 351 million nuevo soles (200 million nuevo soles
in the first nine months of 2002).
Gross operating loss stood at 6 million nuevo soles a great improvement
compared to the loss of 89 million nuevo soles posted in the first nine
months of 2002.

Operating loss at 117 million nuevo soles was significantly less than the
figure of 171 million nuevo soles registered in the first nine months 2002:
an improvement of 31.6%.

VENEZUELA (end-of-period exchange rate bolivar/EUR0.000536389, note that the
Company follows accounting principles for high-inflation countries)

Notwithstanding the slow-down in the economy resulting from the difficult
political situation in the country, in the first nine months of 2003 Digitel
posted a year-on-year growth in revenues and gross operating profit with
respect to the same period in 2002.

In particular, Digitel in the period in question recorded, revenues for
202,553 million bolivares; an increase of 8.7% with respect to the same
period in 2002 (186,299 million bolivares).
Gross operating profit was 64,524 million bolivares compared to 33,766
million bolivares recorded in the first nine months of 2002.

An operating loss of 6,699 million bolivares was posted in comparison to the
figure of 463 million bolivares registered in the first nine months of 2002.

EUROPE

GREECE

Stet Hellas's recorded an impressive performance in the Greek market posting
revenues for EUR605 million, marking an increase of 20.3% with respect to
the first nine months of 2002 (EUR503 million)

Gross operating profit was EUR218 million, a growth of 16.6% with respect to
the corresponding period in 2002 (EUR187 million) with a margin on revenues
of 36%.

Operating income was EUR129 million: a 30.3% increase with respect to the
same period in 2002 (EUR99 million). The operating income to revenues ratio
in the period was 21.3%.

Associate companies

TURKEY (end-of-period exchange rate of Turkish lira/EUR0.000000636, note
that the Company follows accounting principles for high-inflation countries)

While awaiting the completion of the integration process with the Turkish
operator AyCell, Aria-Is Telecom Italia Group has, in the period in
question, recorded excellent results in terms of new activations and
increase in traffic volumes, thanks to its policy of  innovative offerings
and promotional campaigns.  As a result, by the end of September 2003, the
customer base increased by 68% with respect to the end of the previous
financial year, reaching 1,953 thousand lines and representing a 7.1% market
share.

In the first nine months of 2003 the company posted revenues for 155,491
billion Turkish lira.

A gross operating loss of 105,117 billion Turkish lira.
An operating loss of 545,181 billion Turkish lira.


TELECOM ITALIA: Reports EUR29.5 Million Third Quarter Loss
----------------------------------------------------------
After the Seat Pagine Gialle SpA split came into effect on August 1, 2003,
Directories businesses were transferred to a beneficiary company, which was
subsequently disposed of.  Such were the changes to the consolidation area
of split company Telecom Italia Media in the wake of these transactions that
it is not possible to provide comparisons on equivalent terms with the 2002
financial year.  In consequence, Telecom Italia Media SpA and Group
earnings, up to the operating results, have been restated on an equivalent
consolidation area basis, with the exclusion of individual components
associated with businesses that have been transferred.

Highlights of Third-Quarter Results:

(a) All operating results improved compared with the same period
    in 2002

(b) Consolidated revenues for the first three quarters of the
    year up 3% (up 24% on equivalent terms)

(c) Internet Unit posts growth: revenues up 82%; gross operating
    result EUR31.6 million, up from EUR3.2 million for the first
    three quarters of 2002

(d) Tin.it active users up 18% ca. compared with September 30,
    2002

(e) Virgilio remains Italy's No. 1 portal with 4.8 billion
    pageviews (25% higher than at 30 September 2002)

(f) Television Unit revenues rise 24% (up 36% taking into
    account the new advertising sales method) compared with the
    first three quarters of 2002.  Operating income 14% higher.
    Advertising income leaps by 40%

(g) La7 continues to achieve significant results, audience share
    exceeds 2% on a permanent basis

(h) Acquisition of multimedia press agency "apcom" following
    agreement with Associated Press

(i) Seat Pagine Gialle SpA split effective from August 1, 2003

Telecom Italia Media Group

Revenues: EUR418 million
3% growth compared with the first three quarters of 2002
(+24% on equivalent terms)

Gross Operating Profit EUR0.9 million
(+103% Compared With The First Three Quarters Of 2002)

Operating Income Before Amortization Of Goodwill Arising On
Consolidation: -EUR53.6 million
(40.4% improvement compared with the first three quarters of 2002)

Operating Income: EUR77 million loss
(34% improvement compared with the first three quarters of 2002)

Third-Quarter Figures: revenues up 3.2%, gross operating result up 75.2%

Group Net Financial Standing at September 30, 2003: EUR64.5 million in the
black

The Telecom Italia Media (Telecom Italia Group) Board of Directors, chaired
by Riccardo Perissich, met Monday to examine and adopt the company's
third-quarter 2003 results.

Telecom Italia Media Group results for the first three quarters of 2003

Revenues grew by 3% to EUR418.1 million, up from the figure of EUR406.1
million registered for the same period in 2002; revenue growth corresponded
to 24% on equivalent terms.  Results were driven predominantly by Internet
Unit performance, which recorded sharply higher revenues (up by 82%) and by
the Television Unit, which posted 24% higher revenues (up 36% taking into
account the new advertising sales method).

The gross operating result was equal to EUR0.9 million.  This was a major
improvement (a 103% increase) compared with the equivalent period during the
preceding year, when a EUR30.8 million loss was registered.

Operating income prior to amortization of goodwill arising from
consolidation amounted to a EUR53.6 million-loss.  This was a 40.4%
improvement compared with the first three quarters of 2002, when the result
was a EUR90 million loss.

Operating income improved by 34% compared with the same period in 2002 to a
EUR77 million loss, against EUR116.8 million.

The consolidated net financial standing at September 30, 2003 was plus
EUR64.5 million (compared with net financial borrowings equal to EUR679.6
million at year-end 2002).  This figure reflects the positive effects of the
split, and of changes to the consolidation area.

The Telecom Italia Media Group in the third quarter of 2003

Revenues amounted to EUR117.9 million, a 3.2% increase compared with the
EUR114.3 million total registered for the same period in 2002.  The gross
operating loss was pegged back to EUR3.4 million, which was a major
improvement (+75.2%) compared with the equivalent period during the
preceding year, when a EUR13.6 million loss was recorded.

Operating income, corresponding to a EUR29.5 million loss, registered a
29.3% improvement compared with the same period in 2002 (a EUR41.6 million
loss).

Performance by Business Unit

INTERNET

In the first nine months of 2003 Internet Business Unit revenues were equal
to EUR176.8 million, an 82% increase compared with the same period in 2002.

The gross operating result for the first nine months of 2003 was EUR31.6
million.  This was driven by significant growth compared with the first
three quarters of 2002 (EUR3.2 million).  Unit operating income increased by
approximately 89% compared with the same period in 2002 to a finish with a
EUR4.3 million loss.

In detail:

(a) In the first three quarters of 2003 the Tin.it department registered
revenues equal to EUR158.2 million (EUR82.4 million for the same period in
2002) with a 92% growth.  The gross operating result was EUR31.5 million
(EUR14.8 million for the first nine months of 2002).  Operating income
posted a EUR2.6 million profit (despite an EUR8.7 million amortization of
goodwill arising from consolidation).  This was a EUR21.5 million
improvement on the first three quarters of 2002 (when an EUR18.9 million
loss was recorded).  Active user numbers at 30 September 2003 were 18%
higher than at September 30, 2002 (2.4 million).

(b) Matrix recorded revenues of EUR23.6 million (EUR14.5 million for the
first nine months of 2002), corresponding to 63% growth.  The company's
gross operating result was EUR0.1 million, a significant improvement on
September 30, 2002 (-EUR11 million).  Virgilio remains Italy's number one
portal with some 12.5 million unique browsers (a 29% rise on the September
2002 figure).  Pageviews at September 30, 2003 totaled 4.8 billion (25% more
than over the same period in 2002).

TELEVISION

In the first nine months of 2003 the Television Business Unit posted EUR71.4
million in overall revenues, after an impressive 24% rise on the same period
in 2002 (+36% taking into account the new advertising sales method).
Despite the higher costs sustained for channel repositioning and subsequent
programming enhancements, the gross operating result was up by 24% to -
EUR28.5 million.  This compares with - EUR37.5 million for the first nine
months of 2002.  Operating income posted a 14% improvement to -EUR56
million, against - EUR65.1 million for the equivalent period during the
preceding year.  Business Unit advertising income rose by 40% compared with
the first nine months of 2002.  Thus far this year, the La7 channel has
consolidated its editorial image and seen its brand profile enhanced;
station shows have conquered a larger audience share (source: Auditel)
compared with the first nine months of 2002; the channel has broken through
the 2% barrier.  MTV continues to be Italy's premier youth television
channel.

OFFICE PRODUCTS & SERVICES

In the first nine months of 2003 Business Office Products & Services Unit
revenues amounted to EUR140 million, following a 6% fall on equivalent terms
compared with the first three quarters of 2002 (i.e. excluding the effects
of businesses disposed of in April, and of operations that have left the
consolation area).  Most of this drop may be attributed to a slowdown in the
consumer and office products markets, and to lower sales of computer
consumables.  The gross operating result posted a 7% improvement on
equivalent terms; operating income dropped by 46% on equivalent terms
compared with the same period in 2002.

Parent company Telecom Italia Media SpA

Telecom Italia Media SpA revenues for the first nine months of 2003 posted
96% growth compared with the same period in 2002 to reach EUR159 million
(compared with EUR82.4 million).  Third-quarter 2003 parent company revenues
corresponded to EUR51.6 million, a 96.7% rise on the figure of EUR26.4
million recorded for the third quarter of 2002.

The gross operating result for the first nine months of 2003 increased to
EUR16.8 million, a figure that was 242.8% higher than during the same period
in 2002 (EUR4.9 million).  The parent company's third-quarter gross
operating result amounted to EUR5.5 million (a 135% improvement on the
figure of EUR2.3 million recorded for the third quarter of 2002).

Operating income for the first nine months of 2003 -- a EUR14.4 million
loss -- was a significant improvement (55.3%) compared with the same period
in 2002 (a loss of EUR32.2 million).  In the third quarter of 2003 the
parent company practically halved its operating loss to EUR5.7 million
(from - EUR10.8 million euros for the third quarter of 2002).

Other events during the period

On 30 September 2003 Telecom Italia Media acquired a 100% stake in
e.Bisnews, the company that runs the AP.Biscom multimedia agency that was
founded in agreement with Associated Press.  Telecom Italia Media
subsequently changed these companies' names respectively to TMnews and
apcom.

Past Telecom Italia Media SpA parent company and consolidated data

The partial pro rata split of Seat Pagine Gialle SpA (split company) and the
subsequent assets transfer to a newly-founded company (beneficiary company)
approved by the May 9, 2003 Extraordinary Shareholders' Meeting resulted in
the beneficiary company taking over the Directories Market going concerns
(telephone publishing, directory assistance and business information) from
25 July 2003.  The split company changed its name to Telecom Italia Media
SpA, while the beneficiary company took over the Seat Pagine Gialle SpA
name.  The split became effective on 1 August 2003, which was also when the
changes to the area of consolidation came into effect for accounting
purposes.  Telecom Italia commenced proceedings to dispose of its equity in
Seat Pagine Gialle SpA in the second quarter of 2003, and completed this
process on August 8.  In view of these transactions, data are not
sufficiently homogeneous to enable a comparison of the results achieved
during the first nine months of 2003 with Seat PG Group results for the
corresponding period in 2002.

                              *****

The Telecom Italia Media Board of Directors has co-opted Professor Adriano
De Maio, Dean of the Luiss Guido Carli University of Rome, to replace
outgoing director Guido Roberto Vitale.

Meanwhile, Telecom Italia Media has announced the 2004 calendar of company
events and the publication dates for Telecom Italia Media S.p.A's earnings
and finance figures.  Any alterations to this timetable shall be announced
in good time:

February 16: Board Meeting to examine the Telecom Italia Media Group
preliminary full-year 2003 results;

March 19: Board Meeting to adopt the draft full-year 2003 operating accounts
and consolidated financial statements;

May 5: Board Meeting to adopt the first-quarter 2004 management report;
Shareholders' Meeting to adopt the 2003 accounts;

July 26: Board Meeting to examine the Telecom Italia Media Group preliminary
first-half 2004 results;

September 7: Board Meeting to adopt the first half 2004 management report;

November 8: Board Meeting to adopt the third-quarter 2004 management report.

Pursuant to Article 82 of CONSOB ruling no. 11971/99 (and subsequent
amendments and additions), the company intends to make use of the
dispensation from the obligation to publish quarterly reports for the
periods October-December 2003 and March-June 2004.


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


HAGEMEYER N.V.: Creditors Extend Debt Moratorium to February
------------------------------------------------------------
Hagemeyer N.V. has reached agreement with its group of lenders to extend the
standstill agreement until February 9, 2004.  This agreement allows for the
continuation of the existing credit lines and provides access by the Company
to liquidity to support normal working capital and trade credit.

The extension of the standstill agreement is intended to provide Hagemeyer
and its lenders with sufficient time to implement an overall refinancing
plan.  The key terms and conditions of the standstill agreement are
unchanged from those mentioned in the press release dated October 10, 2003.

                              *****

Key terms and conditions of the Hagemeyer standstill agreement:

(a) The standstill agreement covers all facilities provided by the group of
lenders, including letters of credit, and is based on the situation as per
August 4, 2003.

(b) Duration:

Initially to November 9, 2003 and if agreed by the company and its lenders
the standstill can be extended to February 9, 2004.

(c) Interest cost and waiver fee:

    (i) Total interest cost will increase from 5.5% per annum
        as per January 2003, to approximately 7.0% of net debt.

   (ii) The waiver fee equals 25 basis points of the amount of
        the standstill for the period up to November 9, 2003.

(d) Key conditions to be met on or before November 9, 2003:

    (i) Reporting on progress on specific business and working
        capital improvements.

   (ii) Reporting on progress towards completion of the overall
        refinancing plan.

(e) Financial covenant:

During the standstill period Hagemeyer must meet a minimum current ratio[1]
of 1.0 (note: the current ratio as per June 30, 2003 was 1.05).


HAGEMEYER N.V.: Gets EUR33 Million for Tapes Distributing Unit
--------------------------------------------------------------
Hagemeyer announced Wednesday the sale of Stokvis Tape Group B.V. to Gilde
Investment Management B.V. and the management of the Stokvis Tapes.

Stokvis Tapes is a leading quality distributor of technical tapes mainly in
Western Europe.  It has operating companies in the Netherlands, Belgium,
Germany, France, U.K., Denmark, Sweden, Norway, Finland, Hungary and China
and has 300 employees.  Consolidated sales for 2002 amounted to EUR77.9
million.  Stokvis Tapes operates on a stand-alone basis, independent from
any other Hagemeyer PPS activity and has therefore little synergies with the
rest of Hagemeyer's operations.

The total consideration is approximately EUR33 million and the book gain on
the transaction amounts to approximately EUR14 million.


VERSATEL TELECOM: Third Quarter Revenues Slightly Up
----------------------------------------------------
Revenues for 3Q03 were EUR122.9 million compared to revenues of EUR120.0
million (EUR118.5 million on a recurring basis excluding the recognition of
EUR1.5 million of previously unearned revenue in Germany related to past
interconnection charges) in 2Q03 and revenues of EUR73.1 million in 3Q02.
On-net revenues for 3Q03 increased by EUR3.2 million to EUR89.4 million
compared to EUR86.2 million in 2Q03 and by EUR38.4 million compared to
EUR51.0 million in 3Q02.  This growth continues to be driven by our ability
to sell and provision IP-VPN services to business customers and the roll-out
of our consumer DSL services in the Netherlands and Germany.

Versatel's gross margin as a percentage of revenues in 3Q03 was 53.8%
compared to 54.1% (51.6% on a recurring basis excluding EUR1.5 million of
unearned revenue released in Germany and a EUR2.3 million release of prior
period network costs in The Netherlands) in 2Q03 and 51.9% in 3Q02.  The
increase in recurring gross margin as a percentage of revenue was due to the
increase of on-net revenues and certain regulatory improvements in The
Netherlands that reduced variable and fixed costs.

Raj Raithatha, Chief Executive Officer of Versatel, commented: "Despite the
traditional summer-month seasonal effect, the third quarter showed continued
business strength for Versatel as we were able to show top line growth,
margin expansion and EBITDA growth. Ignoring one-off items in 2Q03, the
Dutch business grew by 6% and the German business grew by 5% sequentially.
In contrast, revenue in Belgium decreased during the third quarter by EUR1.7
million primarily as a result of the seasonal effect and churn associated
with our voice resale business.  We are pleased with our sales efforts to
large corporate customers in Germany where we have been leveraging our
experience from the Netherlands.  However, our number one priority in
Germany for the remainder of the year continues to be on completing the
integration of our recent acquisitions so we can enter 2004 focusing on
growth."

Selling, general and administrative expenses (SG&A) for 3Q03 was EUR45.6
million compared to EUR42.7 million (EUR43.4 million on a recurring basis
excluding a EUR0.7 million release of over accruals) in 2Q03 and EUR31.8
million in 3Q02.  Marketing expenditures were EUR2.3 million for 3Q03
compared to EUR2.0 million in 2Q03 and EUR2.4 million in 3Q02.  Although our
marketing expenditures were relatively flat for the quarter due to the
summer holiday season, the majority of the expenditures were spent during
the month of September which we hope to benefit from during the fourth
quarter.  In addition, SG&A expenditures increased as we have begun to
increase our staffing levels in response to the growth in our customer base.

For the third quarter ended September 30, 2003, Versatel's adjusted earnings
before interest, tax, depreciation and amortization, restructuring charges,
release of accruals and claim settlements (adjusted EBITDA) was positive
EUR20.5 million compared to positive EUR17.7 million in 2Q03 and positive
EUR6.1 million in 3Q02.

For the third quarter ended September 30, 2003, Versatel's result before
interest, tax, depreciation and amortization (EBITDA) was positive EUR20.5
million compared to positive EUR16.6 million in 2Q03 and positive EUR8.8
million in 3Q02.

Mark Lazar, Chief Financial Officer, commented: "During the third quarter,
recurring EBITDA improved 16% quarter over quarter compared to 2Q03.
Similar to recent quarters, this growth in profitability continues to be
driven by top line growth and margin improvements as opposed to pure cost
cutting.  Total SG&A expenses increased by approximately EUR3.0 million
during the third quarter as we continue to build our organization for future
growth and make additional marketing expenditures as we roll-out our
consumer products."

Versatel recognized a net loss in 3Q03 of EUR11.9 million compared to a loss
of EUR11.5 million in 2Q03 and a loss of EUR72.2 million in 3Q02.

Versatel's capital expenditures for 3Q03 were EUR21.7 million.  The capital
expenditures for the third quarter were primarily related to the further
roll-out of DSL services, new customer additions and the ongoing integration
of the German acquisitions.  Versatel's free cash flow for the third quarter
(defined as EBITDA less capital expenditures) was negative EUR1.3 million,
compared to negative EUR4.2 million in 2Q03 and negative EUR5.0 million in
3Q02.  In total, Versatel's cash outflows for 3Q03 were EUR3.0 million
compared to cash inflows of EUR1.6 million in 2Q03 and a cash inflow of
EUR1.9 million in 3Q02.

As of 4Q02, Versatel had a deferred tax liability on its balance sheet in
respect of the gain related to the completion of its financial
restructuring, whereby any subsequent losses in The Netherlands are
recognized and taken against this deferred tax liability.  As a result,
Versatel recognized an income tax credit of EUR0.3 million related to the
net operating losses in its Dutch operations during the third quarter 2003,
which reduced this liability to EUR123.9 million at the end of 3Q03.  As of
September 30, 2003, Versatel had EUR150.5 million in cash, cash equivalents
and marketable securities on its balance sheet. Versatel believes that its
organic business plan is fully funded.  Given its significant cash balance
and funding position, Versatel believes it has cash over-funding that will
allow it to explore potential growth opportunities through the acquisition
of customer bases, distressed assets or going concerns in its core markets
of The Netherlands, Belgium and Germany.

Mark Lazar commented: "The next 12-18 months will be very important to our
growth prospects as we look to gain market share in each of our core
markets.  Given the strength of our performance, improvements in some of the
key regulatory aspects of our markets and our belief that the current
turmoil in the telecom market is starting to subside, we need to enhance our
future growth opportunities with current investment plans.  We have already
demonstrated this investment analysis with our decision to expand our DSL
market coverage in The Netherlands.  I am pleased that we have the financial
resources and flexibility to take advantage of some current opportunities."

Operational Highlights

As a result of the success of its residential DSL offering, Versatel has
further expanded its DSL network coverage in the Netherlands from roughly
50% coverage to 65% of businesses and households.  The company added
approximately 17,000 Zon residential DSL customers during the third quarter
in the Netherlands, bringing the total number of Zon DSL customers in the
country to approximately 85,000 as of September 30, 2003.  Additionally,
during the third quarter Versatel signed an agreement with Telfort for the
provisioning of mobile services.  Under the agreement, Versatel will offer
mobile services under its own brand name to its customers in The Netherlands
via an enhanced service provider model.

During the third quarter, Versatel extended its footprint in the corporate
IP-VPN market by signing long-term contracts with Unica, Dura Vermeer, DHL
and OPG for the provision of IP-VPN services.

Raj Raithatha, commented, "Expanding our DSL coverage and signing an
agreement to provide mobile services will allow us to leverage our position
in the fixed line market in The Netherlands.  In all, we continue to be
pleased as our business model proves itself out.  Broadband services and
IP-VPN demand are here to stay and our success is based on the ability to
provide these services over our own network to better control the costs and
the service offering."

Reiteration of Financial Guidance issued August 2003
Versatel would like to reiterate its standing 2003 financial guidance, which
was issued in August 2003.  The following statements are based on Versatel's
current expectations.  These statements are forward-looking and actual
results may differ materially.

(EURmillions)           2003
Revenue              440 - 450
Gross Margin %       50% - 52%
Adjusted EBITDA       60 - 70
Capex                 75 - 85

To See Tables: http://bankrupt.com/misc/Versatel3Q.pdf


===========
N O R W A Y
===========


PETROLEUM GEO-SERVICES: Emerges from Chapter 11 Protection
----------------------------------------------------------
Petroleum Geo-Services ASA (OSE: PGS; OTC: PGOGY) announced Wednesday the
substantial consummation of, and the occurrence of the "Effective Date"
under, the Company's Modified First Amended Plan of Reorganization, dated
October 21, 2003.  As a result, the Company, which filed for Chapter 11
protection on July 29, 2003, has now emerged from Chapter 11.

Pursuant to the Plan, the Company issued US$745,948,810 in aggregate
principal amount of 10% Senior Notes due 2010 and US$250,000,000 in
aggregate principal amount of 8% Senior Notes due 2006 to its main
creditors.  The Company also entered into a new term loan facility in the
principal amount of US$4,810,774 with certain creditors that elected the
Package A Distribution (as defined in the Plan).  In addition, the Company
continues with its discussions regarding the terms of a US$70 million
working capital facility.

On or about November 6, 2003, the Company expects to distribute 61% of its
new ordinary shares by crediting temporary, blocked Norwegian custody
accounts created by Nordea Bank Norge ASA for the benefit of the Company's
main creditors.  Nordea will send instructions regarding how to transfer the
shares to an account specified by each respective creditor.  Once
transferred, shares may be converted to American Depositary Shares at the
option of the holder.

American Depositary Shares representing 5% of the Company's new ordinary
shares are expected to be distributed on or about November 10, 2003 to the
holders of the Company's outstanding junior subordinated debentures.

As previously announced, the rights offering contemplated under the Plan
ended Wednesday.  From on or about November 10 through 14, 2003, the Company
expects to distribute the new ordinary shares purchased in the Rights
Offering (a total of 22.5% of the new ordinary shares of the Company) and an
additional 4% of the Company's new ordinary shares to its existing
shareholders pursuant to the Plan.  Cash proceeds from the Rights Offering
are expected to be distributed on or about November 14, 2003 to the
Company's main creditors.  The Company also expects to distribute Excess
Cash (as defined in the Plan) to its creditors by the end of November.

Trading in the Company's existing ordinary shares and corresponding ADSs
ended as of the end of business on Wednesday in the respective markets.  The
Company expects its new ordinary shares to begin trading on the Oslo Stock
Exchange on or about November 6, 2003, at a time that has yet to be
determined.  The new ADSs are trading on a when-issued basis under the
symbol PGEYV.  Regular trading will commence when the new ADSs are
distributed.

Petroleum Geo-Services is a technologically focused oilfield service company
principally involved in geophysical and floating production services.
Petroleum Geo-Services provides a broad range of seismic- and reservoir
services, including acquisition, processing, interpretation, and field
evaluation.  Petroleum Geo-Services owns and operates four floating
production, storage and offloading units.  Petroleum Geo-Services 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: +47-67-52-6400

          Suzanne M. McLeod
          Phone: +1 281-589-7935


===========
P O L A N D
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NETIA SA: Reports PLN824 Mln Net Loss Due to Impairment Charge
--------------------------------------------------------------
Netia S.A. (WSE: NET), Poland's largest alternative provider of fixed-line
telecommunications services, announced its unaudited consolidated financial
results for the third quarter and nine months ended September 30, 2003.

Financial Highlights:

(a) Revenues for Q3 2003 were PLN179.1 million (US$45.0 million), a
year-on-year increase of 16%.  Year-to-date revenues were PLN518.3million
(US$130.2 million), a year-on-year increase of 14%.

(b) Adjusted EBITDA for Q3 2003 was PLN53.6 million (US$13.5 million),
representing an adjusted EBITDA margin of 29.9% and a year-on-year increase
of 10%.  Year-to-date adjusted EBITDA was PLN147.8 million (US$37.1
million), representing an adjusted EBITDA margin of 28.5% and a year-on-year
increase of 22%.

(c) One non-cash exceptional item.  Upon development of a new strategy,
published in May, 2003, and taking into consideration the significant
changes in market conditions Netia performed an impairment test, based on
the financial projections included in the new business plan approved by the
supervisory board on October 3, 2003.  The test resulted in the total
impairment provision of PLN979.7 million (US$246.1 million).  Out of this
amount PLN799.7 million (US$200.9 million) was recorded as an impairment
charge in Q3 2003 while the estimated PLN180.0 million (US$45.2 million)
will be recorded as a decrease in the value of the license assets upon a
final decision on forgiveness of the outstanding local license fee
obligations.  At that point also the liability side of Netia's balance sheet
will be reduced accordingly by EUR91.4 million (in nominal terms).

Following the closing of Netia's arrangement proceedings, which dealt with
the liabilities side of Netia's balance sheet, this readjustment of the book
value of Netia's assets now truly completes the financial restructuring
process of the Company.

(d) Net loss for Q3 2003 was PLN824.6 million (US$207.2 million) and
year-to-date net loss was PLN920.3 million (US$231.2 million).  The main
item affecting negatively the net loss was the impairment charge of PLN799.7
million (US$200.9 million) mentioned above.

(d) Cash at September 30, 2003 was PLN209.6 million (US$52.7 million) as
compared to PLN192.6 million at June 30, 2003.

Operational Highlights:

(a) Sales of telecommunications products other than traditional direct voice
(including indirect voice, data transmission, interconnection, wholesale and
other telecom services) increased their share in total revenues from telecom
services to 32% or PLN55.7 million (US$14.0 million) in Q3 2003 from 18% in
Q3 2002 and to 28% or PLN143.2 million (US$36.0 million) for the nine-month
period ended September 30, 2003 from 14% in the corresponding period of
2002.

(b) Revenues from business customers accounted for 60% and 59% of telecom
revenues in Q3 2003 and nine-month period ended September 30, 2003,
respectively.

(c) Subscriber lines (net of churn and disconnections) increased to 356,140
at September 30, 2003 from 340,232 at September 30, 2002, a year-on-year
increase of 5%.  Business customer lines increased to 114,413, representing
a year-on-year increase of 11% and now accounts for 32% of total subscriber
lines.

(d) Average monthly revenue per line (with regard to direct voice services)
decreased by 7% to PLN113 (US$28) in Q3 2003 from PLN121 in Q3 2002 and by
5% from PLN119 in Q2 2003, as a result of decreasing tariffs.

(e) New, more competitive rates for fixed-to-mobile calls were introduced on
July 1, 2003.

(f) Headcount of the Netia group (including all transferred employees from
the now fully integrated Swiat Internet SA, which was acquired in April
2003) was 1,401 at September 30, 2003, compared to 1,430 at June 30, 2003
and 1,283 at September 30, 2002.  On August 28, 2003, Netia announced a plan
to reduce its headcount by up to 300 employees countrywide by March 31,
2004.

Wojciech Madalski, Netia's President and Chief Executive Officer, commented:
"Netia achieved another quarter of double digit growth in revenue
year-on-year and further improvement in adjusted EBITDA as a result of the
continued progress in growing sales of telecom solutions other than
traditional direct voice products and an increase in our total subscriber
lines by driving the development of our business customer base.  We continue
to benefit from maintaining tight financial discipline, focusing on reduced
capital expenditures and optimized operating cost levels.

To support Netia's customer-driven strategy, we are pursuing a process of
organizational change aimed at the most effective use of our resources.  In
addition to the realigning and strengthening of Marketing and Sales and
Customer Service units, we are currently reorganizing our Network
department.  This process will allow us to become more cost efficient and
deliver an enhanced product offering to our business clients.  Simplifying
our structures and work processes is also in line with our recently
announced headcount reduction plans.

The progress we are making on the operational side is pleasing not only
because of the continually improving numbers but also because these results
are being achieved in a manner which is fully consistent with our strategic
directions regarding the refocusing our organic business as well as our M&A
based development.  With respect to the latter I am happy to report that
after two quarters of the integration process of Swiat Internet S.A.
operation we have made a good progress in turning it around and we expect to
meet our objective of making it EBITDA-positive in the last quarter of this
year."

Zbigniew Lapinski, Chief Financial Officer of Netia, added: "Once again we
achieved solid results on a number of fronts.  Revenues grew 16%
year-on-year to PLN179.1 million, adjusted EBITDA rose 10% to PLN53.6
million, our adjusted EBITDA margin is improving consistently, reaching 30%
in Q3 2003, and we remain cash flow positive.  We continue to simplify
Netia's structure and enhance organizational efficiency with the planned
legal merger of Netia and 19 of its subsidiaries.

Development of Netia's new business plan based on our five-year strategy led
us to perform an impairment test for Netia's telecom segment.  The test,
using the discounted cash-flow method, resulted in the total impairment
provision of PLN979.7 million (US$246.2 million) which represents the
difference between the book value of the non-current assets and their fair
value based on the projected future cash flows related to existing assets.
In Q3 2003 we have recorded the impairment charge of PLN799.7 million and
the remaining amount (PLN180.0 million) will decrease the value of our
licenses upon a final decision on forgiveness of Netia's outstanding local
license fee obligations.  At that time, the total local license fee
obligations of EUR91.4 million (in nominal terms) will also be decreased by
PLN180.0 million and the remaining amount will be reversed as a gain to the
statements of operations.

On October 24, 2003 the verification of expenditures required for the
forgiveness of licenses commenced and we were notified by the Minister of
Infrastructure about the Minister's intent to finalize the process by
November 30, 2003.  We therefore expect both the impairment and forgiveness
of licenses to be fully recorded in 2003.

Please note that cash flows used in the impairment test represent only a
part of the cash flows calculated based on our new business plan (they
relate only to the current base of our business, excluding any potential
acquisitions or non-maintenance investment expenditures).  Thus such cash
flows should not be construed as a basis for valuation of Netia.

Lastly, please note that this quarter we added information on the internal
churn under the "Key Operational Indicators" section of our detailed
reporting format."

Other Highlights:

(a) Netia's issued and outstanding share capital equaled PLN344,382,304 as
of September 30, 2003 and was divided into 344,382,304 shares, PLN1 par
value per share, each representing one right to vote at Netia's general
meeting of shareholders.  Netia's share capital increases upon each exercise
of any subscription warrants, which were issued in connection with Netia's
financial restructuring.  As of November 5, 2003, there were 347,918
subscription warrants exercised out of a total of 64,848,442 issued.  As of
November 5, 2003, Netia's share capital equaled PLN344,393,130.

(b) The merger between Netia and its 19 wholly-owned subsidiaries was
approved by an extraordinary general shareholders' meeting of Netia on
October 30, 2003, in connection with the ongoing process on internal
consolidation of the Netia group companies.  The merger, scheduled for
completion in Q1 2004, is expected to result in optimizing the utilization
of the Netia group's assets and increasing the efficiency of its operations.

(c) The deposit agreement under Netia's American Depositary Receipts
facility terminated on September 29, 2003.  Holders of Netia's ADRs will be
able to submit their ADRs to The Bank of New York in order to exchange such
ADRs for deposited shares until Friday, March 26, 2004.  Commencing Monday,
March 29, 2004, the Depositary will be able to sell all remaining deposited
shares on the Warsaw Stock Exchange and hold the net proceeds of such sales
for the benefit of ADR holders under the terms of the deposit agreement.
The Depositary will distribute the net proceeds of any such sales to ADR
holders who did not exchange their ADRs for shares.

(d) A decision promising the cancellation of Netia's outstanding local
license fees, amounting to EUR91.4 million, based on investments incurred by
Netia in 2001 and 2002 (upon the positive verification of these investments)
was issued by the Polish Minister of Infrastructure on August 7, 2003.  The
investment verification process started on October 24, 2003 and the Minister
of Infrastructure indicated that the final decision on this issue should be
issued by November 30, 2003.

Consolidated Financial Information

Please note that due to the changes in presentation introduced as of January
1, 2003 and a related reclassification of interconnection charges and
revenues as well as part of voice termination charges and revenues
(previously shown net), the revenues and operating cost figures for periods
ended through December 31, 2002 were adjusted accordingly to reflect these
changes and therefore vary from the figures reported previously.  In
addition, ARPUs presented in this release are given for a relevant
three-month period as opposed to figures for the last month in a period
reported previously.  Please also see our condensed consolidated financial
statements for the nine-month period ended September 30, 2003.

2003 Year-to-Date vs. 2002 Year-to-Date

Revenues increased by 14% to PLN518.3 million (US$130.2 million) during the
nine-month period ended September 30, 2003 compared to PLN456.2 million for
the same period in 2002.

Revenues from telecommunications services increased by 15% to PLN509.8
million (US$128.1 million) from PLN442.5 million in the corresponding period
of 2002.  The increase was primarily attributable to expansion of other than
traditional direct voice products, such as indirect voice, data
transmission, interconnection, wholesale and other telecom services (the
share of revenues from these products increased to 28% of total revenues
from telecommunications services during nine months of 2003 as compared to
14% for the same period in 2002) as well as an increase in the number of
business lines and an increase in business mix of lines.

Adjusted EBITDA increased by 22% to PLN147.8 million (US$37.1 million) for
the first nine months of 2003 from PLN121.0 million for the same period in
2002.  Adjusted EBITDA margin increased to 28.5% from 26.5%.  This increase
was achieved due to increases in revenues combined with our continuous
effort to optimize the level of operating costs.

Impairment charge of PLN799.7 million (US$200.9 million) impacted the
financial results for the period and was related to the impairment test
performed in Q3 2003.  The impairment test compared the book value of the
non-current assets and their fair value based on their projected cash flows.
The total impairment provision amounted to PLN979.7 million (US$246.1
million).  The impairment charge of PLN799.7m recorded in Q3 2003 was
allocated among the particular groups of assets as follows: tangible fixed
assets: PLN567.1 million (US$142.5 million), construction in progress:
PLN25.2 million (US$6.3 million), computer software: PLN29.3 million (US$7.4
million) and telecommunications licenses: PLN178.1 million (US$44.7
million).  An estimated amount of PLN180.0 million (US$45.2 million) will be
recorded as a decrease in the value of telecommunication licenses when the
final decision regarding the outstanding local license fee obligations is
obtained.  At that point the liability side of Netia's balance sheet will be
reduced accordingly by EUR91.4 million (in nominal terms).

Interconnection charges amounted to PLN92.2 million (US$23.2 million) for
the nine-month period ended September 30, 2003 as compared to PLN95.3
million for the corresponding period last year.  A 3% decrease in
interconnection charges was mainly due to lower interconnection rates on
fixed-to-mobile calls, introduced in Q3 2003.

Operating expenses (excluding interconnection charges) represented 55% of
total revenues for the nine-month period ended September 30, 2003 as
compared to 53% for the same period in 2002, and consisted primarily of
salaries and benefits as well as legal and financial services.  Operating
expenses (excluding interconnection charges) increased by 18% to PLN282.8
million (US$71.1 million) from PLN239.8 million for the first nine months of
2002.  This was mainly due to a 30% increase in cost of rented lines and
network maintenance to PLN38.8m (US$9.7 million) from PLN29.8 million in the
corresponding period of 2002, associated to a large extent with the
acquisition of Swiat Internet SA, an Internet service provider, in Q2 2003
as well as a 76% increase in sales and marketing expenses to PLN18.8 million
(US$4.7 million) from PLN10.7 million for the nine-month period ended
September 30, 2002, related to the increased number of advertising
campaigns.  In addition, significant one-time severance payments of PLN7.4
million (US$1.9 million), resulting from senior management changes, were
recorded during the first nine months of 2003.

Depreciation of fixed assets remained stable, amounting to PLN150.5 million
(US$37.8 million) compared to PLN152.2 million for the nine-month period
ended September 30, 2002, as the construction stage of the network expansion
was completed.

Amortization of intangible assets increased by 20% to PLN65.8 million
(US$16.5 million) from PLN54.8 million for the first nine months of 2002 due
to an increased level of amortization costs related to the implementation of
our new information technology systems.

Amortization of negative goodwill arising from the purchases of shares in
Swiat Internet S.A. and Netia 1 Sp. z o.o. in Q2 2003, amounting to PLN22.5
million (US$5.6 million), was recorded in the nine-month period ended
September 30, 2003.

Net financial expenses decreased to PLN74.5 million (US$18.7 million) for
the nine-month period ended September 30, 2003 from PLN634.4 million in the
corresponding period of 2002, due to the successful completion of the
financial restructuring and the elimination of obligations under notes
previously issued by Netia.  In addition, the net financial expenses for the
nine-month period ended September 30, 2003 included a write-off in the
amount of PLN41.2m (US$10.6m) related to an unamortized part of the 2002
Notes issuance costs, following their early redemption in Q1 2003.

Net loss increased by 12% to PLN920.3 million (US$231.2 million), compared
to a net loss of PLN823.5 million for the first nine months of 2002.  The
increase in net loss between these periods was mainly attributable to an
impairment charge of PLN799.7 million (US$200.9 million) on Netia's
non-current assets mentioned above, while an exceptional non-cash item of
PLN108.7 million (US$27.3 million) impacted net loss for the nine-month
period ended September 30, 2002 and which was related to a provision for
impairment of non-current assets recorded in Q3 2002.

Net cash used for the purchase of fixed assets and computer software
decreased by 51% to PLN108.7 million (US$27.3 million) for the nine-month
period ended September 30, 2003 from PLN221.1 million for the same period in
2002, following the steps taken to preserve cash.  In addition, PLN199.3
million (US$50.1 million) deposited in Q4 2002 in a restricted account as
temporary security for obligations arising under the 2002 Notes was released
in Q2 2003, and a deposit of PLN60.2 million (US$15.1 million) was turned
over to Netia in Q2 2003 following the successful completion of its
financial restructuring; also, net cash in the amount of PLN16.7 million
(US$4.2 million) was received in Q2 2003 upon the purchase of Swiat Internet
SA.  As a result, cash provided by investing activities amounted to PLN157.3
million (US$39.5 million) for the nine-month period ended September 30,
2003, compared to cash usage of PLN221.1 million for the same period of
2002.

Cash and cash equivalents at September 30, 2003 in the amount of PLN209.6
million (US$52.7 million) were available to fund Netia's operations.

Q3 2003 vs. Q2 2003

Revenues increased by 1% to PLN179.1 million (US$45.0 million) for Q3 2003
from PLN177.8 million for Q2 2003.  This resulted from a 9% increase in
revenues from telecommunications products other than traditional direct
voice to PLN55.7 million (US$14.0 million) in Q3 2003 from PLN51.3 million
in Q2 2003 and a 3% decrease in direct voice revenues to PLN120.1 million
(US$30.2 million) for Q3 2003 from PLN124.0 million in Q2 2003.

Adjusted EBITDA increased by 6% to PLN53.6 million (US$13.5 million) for Q3
2003 from PLN50.6 million in Q2 2003.  Adjusted EBITDA margin increased to
29.9% for Q3 2003 from 28.4% for Q2 2003.  The increase in adjusted EBITDA
and adjusted EBITDA margin was mainly a result of a decrease in operating
costs, driven by decreases in legal and financial services as well as
interconnection charges, and by the continued improvement of Swiat Internet
SA financial performance.

Net loss amounted to PLN824.6 million (US$207.2 million) in Q3 2003,
compared to a net loss of PLN15.4 million in Q2 2003.  The increase in net
loss was mainly due to the impairment charge of PLN799.7 million (US$200.9
million) recorded in Q3 2003.

Operational Review

Connected lines at September 30, 2003 amounted to 507,842.  This number is
net of (i) a decrease in equivalent of lines by approximately 4,000
connected lines arising from the reconfiguration of the radio-access system
recorded in Q4 2002, (ii) provision for impairment of 27,350 connected lines
recorded in Q3 2002 and (iii) the write-off of 70,200 connected lines in Q3
2001.

Subscriber lines in service increased by 5% to 356,140 at September 30, 2003
from 340,232 at September 30, 2002 and by 1% from 351,295 at June 30, 2003.
The number of subscriber lines is net of customer voluntary churn and
disconnections by Netia of defaulting payers, which amounted to 7,585 and
1,641, respectively, for Q3 2003 and 22,391 and 4,860, respectively, for the
nine-month period ended September 30, 2003.  The total churn of 9,226
subscriber lines recorded in Q3 2003 was down from 13,598 subscriber lines
in Q3 2002.  In addition, the customer voluntary churn recorded in Q3 2003
included the internal churn of 2,941, which represents the customers who
switched between different services offered by Netia.

Business customer lines in service increased by 11% to 114,413 at September
30, 2003 from 103,209 at September 30, 2002 and by 3% from 111,162 at June
30, 2003.

Business lines as a percentage of total subscriber lines reached 32.1%, up
from 30.3% at September 30, 2002 and 31.6% at June 30, 2003, reflecting the
intensified focus on the corporate and SME market segments.  Business
customer lines accounted for 67% of net additions in the quarter.  Revenues
from business customer lines accounted for 57% and 58% of revenues from
providing direct voice services for the nine months of 2003 and Q3 2003,
respectively.

Average monthly revenue per business line amounted to PLN205 (US$52) for Q3
2003, representing a 11% decrease from PLN232 for Q3 2002 and a 4% decrease
from PLN213 for Q2 2003.

Average monthly revenue per residential line amounted to PLN71 (US$18) for
Q3 2003, representing a 3% decrease from PLN73 for Q3 2002 and a 5% decrease
from PLN74 for Q2 2003.

Average monthly revenue per line amounted to PLN113 (US$28) for Q3 2003,
representing a 7% decrease from PLN121 in Q3 2002 and a 5% decrease from
PLN119 in Q2 2003.  Decreasing ARPUs for both residential and business lines
reflect continued overall telecom tariff reduction trends.

Headcount at September 30, 2003 was 1,401 compared to 1,283 at September 30,
2002 and 1,430 at June 30, 2003.  The increase in headcount in 2003 was due
to the acquisition of Swiat Internet SA in Q2 2003 (which at the time of the
acquisition employed 234 people) and transfer of its staff to Netia.  In
August 2003 Netia announced its plan to reduce the headcount by up to 300
employees countrywide by the end of Q1 2004.

The number of active lines in service per employee decreased by 6% to an
average of 255 in Q3 2003, from 270 in Q3 2002, driven by an increased
number of employees following the acquisition of Swiat Internet SA.  The
number of active lines in service per employee in the first nine months of
2003 increased by 1% to an average of 264 compared to 261 in the same period
last year.

Monthly average telecommunications revenue per employee increased by 4% to
PLN41,149 (US$10,339) in Q3 2003 from PLN39,451 in Q3 2002.  Monthly average
telecommunications revenue per employee in the nine months ended September
30, 2003 increased by 15% to PLN42,942 (US$10,790) compared to PLN37,276 for
the same period last year.

An improved method of access to mobile phone networks was offered to Netia's
indirect voice customers in November 2003.  In addition to the existing
availability via free of charge access numbers, these connections are now
available through Netia's prefix (1055), thus simplifying the dialing
process.

An extended Internet flat rate (for daytime and nighttime access) was
introduced to Netia's Internet dial-up customers using analog lines in
November 2003.  The new flat rate combines unlimited nighttime Internet
access with 100 hours of daytime connections, previously offered separately,
at PLN128.4 (gross) per month.

Outstanding license fee obligations related to Netia's local licenses
amounted to approximately PLN442.8 million (US$111.3 million) (in nominal
terms) at September 30, 2003.  Changes introduced in December 2002 into the
Polish telecommunications law provided for cancellation of local license fee
obligations in exchange for investments in the telecommunications
infrastructure or their conversion into shares or debt of companies with
outstanding license fees.  Netia requested the cancellation of all
outstanding local license fees based on capital expenditures it has already
incurred.  On August 7, 2003, the Polish Minister of Infrastructure issued
the decisions promising to cancel the outstanding local license fee
obligations amounting to EUR91.4 million (PLN399.4 million at the exchange
rate prevailing at August 7, 2003) along with the prolongation fees owed in
connection with prior deferrals granted to Netia's subsidiaries, upon
verification by the Minister of Infrastructure of investments incurred as
reported in accordance with requirements of the Polish law enacted in
December 2002.  The Minister of Infrastructure also stated that those
license fee obligations and prolongation fees were now due on September 30,
2004.

Based on these decisions all outstanding local license fee obligations of
the Netia group companies will be cancelled based on investments incurred in
2001 and 2002, provided such investments are positively verified by the
Ministry of Infrastructure in accordance with the applicable law.  On
September 29, 2003 Netia received a letter from the Minister of
Infrastructure indicating that the Minister's final decision in this respect
should be issued by November 30, 2003, following the completion of the
process of verifying Netia's investments now underway.

To View Financials:  http://bankrupt.com/misc/NETIA_Financials.htm


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


BRITISH AIRWAYS: October Traffic, Capacity Up Year-on-year
----------------------------------------------------------
In October 2003, passenger capacity, measured in Available Seat Kilometers,
was 4.2% above October 2002 and traffic, measured in Revenue Passenger
Kilometers, was higher by 3.9%.  This resulted in a passenger load factor
down 0.2 points versus last year, to 73.0%.  The increase in traffic
comprised a 3.4% increase in premium traffic and a 4.0% increase in
non-premium traffic.  Cargo, measured in Cargo Ton Kilometers, rose by 7.3%.
Overall load factor fell 0.6 points to 68.2%

Market conditions

In total, market conditions seen over the last few months point to a more
stable outlook for revenue.  Traffic volumes continue to be sensitive to
yield.  Premium traffic remains under pressure despite some improvement in
longhaul.

Strategic Developments

British Airways and Swiss International Air Lines began codesharing on each
other's services between London Heathrow, Geneva and Zurich.

Concorde made its last commercial flight.  British Airways then announced
the locations for the retirement of the seven Concordes which include Airbus
U.K., Filton Bristol; Manchester Airport Museum of Flight; National Museum
of Scotland, near Edinburgh; Heathrow Airport; The Museum of Flight,
Seattle; U.S. The Intrepid Sea, Air and Space Museum, New York, U.S.; and
Grantley Adams Airport, Bridgetown, Barbados.

British Airways introduced the award-winning Club World flat bed as well as
World Traveller Plus, its premier economy cabin, on services from London
Gatwick to Houston, Dallas and Bermuda operated by Boeing 777s.  Other
services will follow.

A major program of British Airways flight switches between Heathrow
terminals begins with the transfer of two British Airways long haul
destinations from Terminal 4 to Terminal 1.  The full program of flight
switches will be phased over the next six months.

To view statistics:  http://bankrupt.com/misc/BRITISH_AIRWAYS_STATISTICS.htm


CHARTER PLC: Peddles U.S. Interests to Pay US$72.3 Million Debt
---------------------------------------------------------------
The Board of Charter announces that the Company has entered into an
agreement to sell the U.S. Defense Businesses to two wholly owned indirect
subsidiaries of Meggitt PLC for a cash consideration of approximately US$45
million (GBP26.8 million).

The Disposal is conditional principally upon the approval of Charter's
shareholders and this approval is to be sought at an extraordinary general
meeting of the Company.

A circular containing, details of the Disposal, notice of the extraordinary
general meeting and a form of proxy, will be posted to Charter's
shareholders as soon as practicable.  Completion will be subject to there
being no fundamental change in the U.S. Defense Businesses and to the
receipt of the necessary U.S. Government 'Exon-Florio' clearance, which is
being sought.

David Gawler, Chairman and Chief Executive, commenting on the Disposal said:
"Charter is pleased to announce a significant further step in its cash
generation program with the sale of its U.S. Defense Businesses to Meggitt.
This disposal represents significant progress towards generating additional
funds, which will be utilized to reduce the Group's indebtedness."

Background to and reasons for the Disposal

During the first half of 2003, the Group met its day-to-day working capital
requirements through a GBP127.0 million- syndicated revolving credit
facility and on June 30, 2003, the drawings under the facility totaled
GBP94.2 million.  In addition, it had in issue loan notes totaling US$206.3
million (GBP122.7 million) at June 30, 2003.  At that date the Group's net
debt stood at GBP194.3 million.  On March 10, 2004, the Group is scheduled
to repay US$72.3 million (GBP43.0 million) of the Loan Notes.

As announced on July 22, 2003, the Group renewed its syndicated revolving
credit facility, that was due to expire on July 31, 2003, with an initial
loan facility for the amount of GBP120.0 million.  The terms of the Loan
Facility, which expires on March 31, 2005, require, inter alia, that on or
before November 30, 2003, the amount of the Loan Facility is reduced by
GBP20.0 million and that on or before March 10, 2004, the Loan Facility will
reduce by a further GBP26.0 million.  However, under the terms of the Loan
Facility, the Company may, in certain limited circumstances, request that
the Loan Facility be increased as at March 10, 2004 by an amount of up to
GBP20.0 million.

The Group therefore needs to generate sufficient funds by March 10, 2004 to
meet the scheduled loan note repayment of US$72.3 million (GBP43.0 million)
and to accommodate the above-mentioned scheduled reductions in the Loan
Facility.  The Directors plan to meet these commitments through a
combination of:

(a) asset disposals (and indeed the Company is committed under the terms of
the Loan Facility to use all reasonable endeavors to generate at least
GBP52.0 million of net proceeds from such disposals by March 10, 2004);

(b) cash flow from the Group's operations; and

(c) alternative sources of finance.

The Company has identified a number of specific non-core assets, including
the U.S. Defense Businesses, which it currently intends to sell as part of
the raising of the necessary funds.

The U.S. Defense Businesses, which were acquired as part of the acquisition
of Howden Group PLC in 1997, form part of the Specialized Engineering
Division of the Group.  For some time, your Board has believed that the U.S.
Defense Businesses were not a core activity within the Charter Group.
Accordingly, it is appropriate that they should form a constituent part of
the cash generation program.

As part of the cash generation program, the Company recently announced these
disposals:

(a) the leasehold head office property in Central London for GBP3.9 million;

(b) properties in Gothenburg, Sweden for GBP2.6 million; and

(c) freehold property in the Netherlands for GBP6.5 million.

Information on the U.S. Defense Businesses

The U.S. Defense Businesses comprise two U.S. companies: Howden Airdynamics,
Inc. and Western Design Howden, Inc..

Howden Airdynamics

Howden Airdynamics designs and assembles customized high performance fans,
compressors and pumps for the defense and aerospace markets.  The U.S.
Department of Defense is its main customer and it has also made progress in
securing commercial markets for its fans.  It sells directly both to the
U.S. Department of Defense and to prime contractors of the U.S. Department
of Defense.

Howden Airdynamics' high pressure compressor business is primarily focused
on weapon systems and breathing air compressors onboard navy ships.  This
business includes original equipment sales, spares and repair activities,
with a growing number of high value systems entering U.S. Navy service.
Howden Airdynamics is an approved Federal Aviation Administration repair
station for its commercial aviation products.  Historically, Howden
Airdynamics has been a components supplier but it has been repositioning
itself as a systems designer and assembler to meet developing customer
requirements.  Howden Airdynamics is based in Corona, California and employs
approximately 85 people.

In the year ended December 31, 2002, Howden Airdynamics generated turnover
and profits after taxation of GBP15.0 million and GBP2.0 million,
respectively, and as at 31 December 2002 had net liabilities of GBP0.1
million.

In the six months ended 30 June 2003, Howden Airdynamics generated turnover
and profits after taxation of GBP7.5 million and GBP0.9 million,
respectively, and as at 30 June 2003 had net assets of GBP0.7 million.

Western Design Howden

Western Design Howden develops and assembles ammunition handling systems and
environmental cooling systems for the armed services of the U.S. and its
international allies.  The business sells its products to the U.S.
Department of Defense and non-U.S. parties through the U.S. Government's
Foreign Military Sales program.

Western Design Howden's AHS business comprises magazines and autoloaders for
helicopters, Special Operations aircraft, combat vehicles and ground support
systems.  Programs include the U.S. AH-64 Apache, the AC-130 Gunship and
various large caliber autoloader developments for the U.S. Army.  Western
Design Howden's ECS business comprises ground based systems and airborne
systems.  Ground based systems encompass vapor cycle systems for application
in military vehicles, such as the thermal management systems for the MIA2SEP
Abrams Tank, which provides environmental air conditioning for crew members
and equipment.  The airborne system products are used in thermal control
applications for lasers, electronics and radar transmitters in platforms
such as the helicopter mast-mounted sight, helicopter borne countermine
warfare pods, wing-mounted fighter aircraft pods, and certain high-altitude
reconnaissance aircraft.  The systems are designed for use in tightly
packaged, highly integrated units to meet customer specifications where
thermal control of complex systems is required.  Western Design Howden is
based in Irvine, California and employs approximately 75 people.

In the year ended December 31, 2002, Western Design Howden generated
turnover and profits after taxation of GBP17.9 million and GBP2.1 million,
respectively, and as at December 31, 2002 had net assets of GBP8.8 million.

In the six months ended June 30, 2003, Western Design Howden generated
turnover and profits after taxation of GBP9.1 million and GBP1.1 million,
respectively, and as at June 30, 2003 had net assets of GBP9.8 million.

Principal terms and conditions of the Disposal

The consideration for the acquisition of the shares of the companies
comprising the U.S. Defense Businesses is approximately US$45.0 million
(GBP26.8 million).  The consideration is to be paid in cash upon completion
and limited representations and warranties are being given by the seller.

The total consideration will be finally determined by reference to the net
asset value of the U.S. Defense Businesses as at completion.

Completion is conditional, amongst other things, upon approval of the
ordinary resolution by shareholders to approve the Disposal to be proposed
at the extraordinary general meeting.

Loan Notes

The repayment profile of the Loan Notes is:

                                   Amount
Issue             Coupon percentage   US$ million   Due date

2004                    6.78             72.3     10 March 2004

2005 Series B           7.24              3.0       1 July 2004

2005 Series B           7.24              3.0       1 July 2005

2005 Series D           7.33              5.0       1 July 2005

2007                    6.88             85.0   21 October 2007

2009                    6.96             35.0   21 October 2009

Total                                   203.3


CHARTER PLC: Denies Alleged Default on Notes Due 2007, 2009
-----------------------------------------------------------
Certain holders of the Loan Notes due in 2007 and 2009 have informed the
Company that they consider that a default has arisen under their Loan Notes
as a result of the accounting irregularities that were announced by the
Company on January 27, 2003 at one of the air and gas-handling units in
North America.  These holders of Loan Notes have commenced legal proceedings
in New York against the Company and its subsidiary, Charter Central Finance
Limited, seeking a declaratory judgment of the court that such default has
occurred.  The Directors' view, based on their knowledge of the situation
and on the advice of the Company's legal advisers, is that no such default
has occurred and the note holders have been advised accordingly.  In the
event that the views of the Company and its legal advisers are proven to be
incorrect and there is a default under the Loan Notes, this would entitle
the holders of the Loan Notes to accelerate their repayment and, if the
holders of the Loan Notes were to do so, then the full amounts due under the
Loan Notes would become immediately due and payable. This would constitute
an event of default under the Loan Facility and therefore might lead to the
outstanding amount due under the Loan Facility becoming immediately due and
payable.  However, there is no certainty that holders of the Loan Notes or
lenders under the Loan Facility would in fact accelerate the obligations due
to them.

Each of Charter and the Loan Note holders have filed cross motions for
summary judgment but no hearing date has yet been set.  Although the matter
has been set down for trial in February 2004, it is not possible to predict
with certainty when the court's decision will be forthcoming and the motions
for summary judgment may obviate the need for trial.

The Loan Note litigation referred to above and uncertainty as to whether the
previous syndicated revolving credit facility would be renewed before it was
due to expire on July 31, 2003 resulted in a fundamental uncertainty
regarding going concern that was noted in Charter's annual report for the
year ended December 31, 2002.  As set out in paragraph 1 above, the Group
announced the renewal of its syndicated revolving credit facility on July
22, 2003.


CHARTER PLC: To Sell Core Assets if Cash Generation Plan Fails
--------------------------------------------------------------
The Company is of the opinion that Charter and its subsidiaries (excluding
the U.S. Defense Businesses), following completion (the Continuing Group)
does not have sufficient working capital for its present requirements --
that is for the period of at least the following 12 months.

However, the Company is of the opinion that the Continuing Group does have
sufficient working capital for the period up to March 10, 2004 when the
Continuing Group is required to repay loan notes of US$72.3 million (GBP43.0
million) and the Loan Facility is reduced by a further GBP26.0 million.

In addition to the expected operational cash flows of the business, Charter
has identified certain non-core assets that it currently intends to sell in
order to raise part of the GBP89.0 million of funds required to fulfill its
obligations, referred to in paragraph 1 above, to generate sufficient funds
by March 10, 2004 to meet the scheduled loan note repayment of US$72.3
million (GBP43.0 million) and to accommodate the scheduled reductions in the
Loan Facility.  The Disposal forms part of this cash generation program.

On the assumptions that:

     (i) The Company continues to resist successfully the
         assertion by certain holders of the Loan Notes that a
         default has arisen under the Loan Notes; and

    (ii) The cash generation program, including the Disposal, is
         completed successfully and on a timely basis, then the
         Continuing Group will have sufficient working capital
         for its present requirements -- that is for the period
         of at least the following 12 months.

As set out in paragraph 4 above, the Directors' view, based on their
knowledge of the situation and on the advice of the Company's legal
advisers, is that no such default under the Loan Notes has arisen.  The
Directors further believe that the cash generation program will be
successful.  However, if it proves to be unsuccessful, the Directors plan to
effect a number of other measures that may include the disposal of core
assets, so as to provide sufficient working capital.

The cash generation program, including the Disposal, is being progressed
rapidly and represents a significant element of the Continuing Group's
projected future cash flow.  The Directors, therefore, consider that the
Disposal represents a crucial step towards satisfying the Charter Group's
obligations under its lending agreements and for this reason the Board
recommends that shareholders vote in favor of the Resolution.  If
shareholders do not vote in favor of the Resolution the Directors do not
believe that the Group will be able to fulfill its commitments under its
financing obligations which fall due on March 10, 2004.  In those
circumstances the Directors will seek to negotiate revised terms with the
Company's bankers and with the holders of the Loan Notes.  If this proves to
be unsuccessful, the Directors plan to effect a number of other measures
that may include the disposal of core assets.

The cash consideration of approximately US$45.0 million (GBP26.8 million) is
expected to result in net cash proceeds, after expenses, of approximately
GBP24.8 million to the Continuing Group.  The net cash proceeds will be
utilized towards funding reductions in the Loan Facility and the repayment
of the 2004 Loan Notes.

The pro forma net assets attributable to shareholders of the Continuing
Group would have increased by approximately GBP17.9 million had the Disposal
occurred on June 30, 2003.  Based on the net book value of the assets being
disposed of as at June 30, 2003 of approximately GBP6.9 million, the
Directors expect to report a profit on Disposal before taxation of
approximately GBP17.9 million.  In addition, goodwill of GBP20.2 million
arising from the acquisition of the U.S. Defense Businesses and written off
to reserves at that time, will be accounted for as part of the Disposal.
However, this latter amount has no effect on shareholders' funds.

The Company does not expect any tax charge or credit to result from the
Disposal.

The immediate underlying effect of the Disposal on the Continuing Group's
earnings will be dilutive, but this statement should not be interpreted to
mean that earnings per share in the first full financial year following
Completion, or in any subsequent period, will match or necessarily be lower
than those for the relevant preceding financial period.


CHARTER PLC: Expects Satisfactory Trading Prospects for the Year
----------------------------------------------------------------
Current trading and prospects

As reported to shareholders in the Company's unaudited interim results for
the six months ended June 30, 2003, which were announced on September 4,
2003, the Group recorded turnover of GBP420.2 million (2002: GBP451.8
million).  The operating profit, before exceptional items and amortization
of goodwill, for the period was GBP15.4 million (2002: GBP21.8 million), an
improvement over the GBP14.2 million earned in the second half of 2002.

Further progress has been made during the first half of 2003 in
restructuring several of the Group's operating businesses and in closing
loss making units in Howden and Esab.  In addition, the program of disposals
of non-core assets and other initiatives is expected to result in a
significant reduction in the group's net debt.

As a consequence of these measures, together with those taken in earlier
periods, the Group's ongoing cost base has been reduced.  This provides the
foundation for an improvement in the competitive position of the Group's
operating businesses particularly when demand improves.

Demand in most markets served by the Group in the first half of 2003 was
below that experienced in the corresponding period last year and margins
remain under pressure.  However, some improvement is expected in certain key
markets to be served by the Continuing Group in the second half, and
accordingly the Directors believe that the Continuing Group's financial and
trading prospects for the year ending December 31, 2003 are satisfactory.

CONTACT:  CHARTER PLC
          Phone: (020) 7404-5959
          David Gawler
          David Eilbeck

          HOARE GOVETT LIMITED
          Phone: (020) 7678-8000
          Philip Dayer
          Neil Collingridge

          BRUNSWICK
          Phone: (020) 7404-5959
          Andrew Fenwick
          Pamela Small


EURO DISNEY: Buys Time to Close Crucial Refinancing Deal
--------------------------------------------------------
Euro Disney S.C.A. has obtained waivers from its lenders, effective through
March 31, 2004, with respect to certain financial covenants and other
obligations, including reduction in certain security deposit requirements.
The purpose of this agreement is to give the Company, its lenders and The
Walt Disney Company time to find resolution regarding Euro Disney's
financial situation.  Absent such a timely resolution, the waivers would
expire and the Company believes it would be unable to meet all of its debt
obligations.

Euro Disney also announced that The Walt Disney Company has agreed to
provide the Company a new EUR45 million subordinated credit facility, which
can be drawn upon through March 31, 2004 only after the existing EUR168
million standby facility provided by The Walt Disney Company is fully drawn.
If amounts were drawn, repayment would be subject to the Company's meeting
certain financial thresholds or to the prior repayment of all of the
Company's existing debt to its lenders.

The Company's management believes that the foregoing will allow time for the
parties to develop a mutually acceptable resolution to the Company's future
financing needs.

Euro Disney S.C.A. and its subsidiaries operate the Disneyland Resort Paris
which includes: Disneyland Park, Walt Disney Studios Park, seven themed
hotels with approximately 5,800 rooms, two convention centers, Disney
Village, a dining, shopping and entertainment centre, and a 27-hole golf
facility.  The Group's operating activities also include the management and
development of the 2,000-hectare site, which currently includes
approximately 1,100 hectares of undeveloped land.  Euro Disney trades in
Paris, London and Bruxelles.

CONTACT:  Investor Relations
          Sandra Picard-Rame
          Phone: +331 64 74 56 28
          Fax: +331 64 74 56 36
          E-mail: sandra.picard@disney.com


NETWORK RAIL: Drafts Graham Eccles to Aid in Transformation
-----------------------------------------------------------
Network Rail announced Wednesday that following discussion with the
Association of Train Operating Companies, Graham Eccles, an executive
director of the Stagecoach Group and Chairman of South West Trains and the
Virgin Rail Group, has been appointed as an advisor to Network Rail.

The new four-day-a-month advisory role will help Network Rail as it develops
its train operations structure and procedures within the new organization
that is being put in place as a result of the decision to take all
maintenance in-house.  Mr. Eccles will act as advisor while continuing with
all his other Stagecoach duties.

John Armitt, Chief Executive, said: "Network Rail is determined to improve
train performance and we are delighted to be able to draw on Graham's
experience in order to ensure the closest possible working between Network
Rail and the train operators, which is vital to deliver improved
punctuality.

Graham Eccles said: "I am delighted to be able to represent the train
operators in helping Network Rail get to grips with improving train service
delivery."

The new advisory role is not a board appointment and will not attract a
salary.

Mr. Eccles has spent 42 years in the rail industry and held a number of
senior operational positions both prior to and after privatization.   He
joined the Stagecoach Group in 1996 and is now responsible for all
Stagecoach's rail activities.

CONTACT:  NETWORK RAIL
          Press Office: 0207 557 8292/3


SSL INTERNATIONAL: Executives Facing Fraud Suit Plead Not Guilty
----------------------------------------------------------------
Five former executives of SSL International were charged with fraud offenses
after the Serious Fraud Office finished its investigation into the
accounting irregularities at the condom maker.  Former chief executive Iain
Cater, ex-finance director Paul Sanders, and Dieno George, former
continental Europe director of SSL are charged with making false statements
as company directors.  Christine Davenport, former U.K. finance director,
and Brian Ruane, U.K. sales director, are charged with making false
statements as well as corruption.  Colin Wilson, purchasing director of
client AAH Pharmaceuticals, is charged with corruption.  The accusations
relate to the company's accounts for the 25 months ending at March 2000.

The six, who ceased being connected with the company since 2001, pleaded not
guilty to the charges at a magistrates court hearing in Macclesfield on
Wednesday.  The executives, currently under bailout, will face the trial to
a crown court where the case is set to be transferred for a full hearing.
No date has been set for the trial, according to the Telegraph.

The Serious Fraud Office, which took up the case in 2001, said SSL and its
present employees are not subject to criminal proceedings.  Authorities
investigated the transactions of the former executives after SSL
International allegedly uncovered GBP22 million of false invoices that
prompted it to restate accounts in June 2001.  The company then referred to
"trade loading," which involves selling large amounts of discounted stock to
bring forward sales, flattering results.

SSL is currently selling off parts of its business to focus on its core
condoms and Scholl footwear operations.


WEMBLEY PLC: Video Lottery Expansion Plans in Colorado Rejected
---------------------------------------------------------------
Wembley plc, the track-based gaming company operating in the U.K. and the
U.S., updated shareholders on current progress in a number of areas.

Colorado video lottery terminals initiative

Colorado voters rejected the proposal known as amendment 33 that would have
commenced a State-run video lottery program at Colorado's racetracks.
Wembley had stood to benefit from the passage of this amendment, being the
owner of four out of the five racetracks in Colorado.  Costs incurred by the
Wembley Group in connection with this video lottery expansion are not
expected to exceed GBP4.4 million.

While the defeat of amendment 33 is unwelcome, it is not altogether
surprising.  There was concerted opposition to the amendment, funded by
casino interests operating in the State, and the issue of the indictments in
Rhode Island in September was also not helpful.

Following this outcome, Wembley expects to make a provision of approximately
GBP1.6 million against the carrying value of one of its non-racing
properties.  This provision, together with the costs incurred in connection
with the video lottery expansion, will be charged to the profit and loss
account as an exceptional item.


WEMBLEY PLC: Additional Terminals Boost Ten-month Revenues
----------------------------------------------------------
Trading

U.S. gaming:

Underlying trading within the Group has been satisfactory.  This is
particularly so at Lincoln Park in Rhode Island, from where most of the
Group's profit is derived.  The Colorado operation has performed in line
with our expectations.

The weekly drop from the video lottery terminals, which is the key
performance indicator of the Lincoln Park business, averaged approximately
US$5.20 million in the third quarter, up 14.0% on the corresponding period
in 2002 (US$4.56 million).  For the ten-month period ended October 31, 2003,
the average is US$5.10 million (2002 (whole year): US$4.49 million),
corresponding to  growth of around 13.6%.

This growth has largely been driven by the 570 additional video lottery
terminals introduced during the second quarter of this year.  The increased
revenue generated from these new video lottery terminals broadly offsets the
impact of Lincoln Park's new 27% share of video lottery terminals revenues
(30.5% in second half of 2002).

The greyhound operation at Lincoln Park, although relatively small, has
experienced a further decline in revenues, which has been compounded by an
increase in the cost of providing the live and televised product.


WEMBLEY PLC: Sells Loss-making Catford Operation
------------------------------------------------
U.K. gaming:

In line with other U.K. leisure operators, Wembley's U.K. gaming business
experienced a challenging first six months, principally at Wimbledon and
Catford.  At Wimbledon, operational changes have been made that will help
the second half, although, to date, operating conditions in terms of both
attendance and spend per head have remained tough.

The Board has undertaken a review of the loss-making Catford operation and
decided to dispose of the site.  The operations at the track will cease with
immediate effect, giving rise to a one-off charge of GBP0.6 million.  We
will explore redevelopment opportunities that, it is anticipated, should
yield proceeds in excess of book value.

The fourth quarter is the strongest quarter for this business and bookings
are strong.  However, with the business traditionally operating at capacity
through the Christmas period, there is little ability to recover previous
shortfalls.  As a consequence, the operating profit from the U.K. gaming
business is expected to fall around GBP1.0 million short of that achieved
last year.

Exchange rate movement

The strengthening of sterling against the U.S. dollar that has occurred in
2003 will adversely impact the reported results for 2003.  The average for
the year is expected to be in the region of GBP1:US$1.63 (2002:
GBP1:US$1.44).  This will have the effect of reducing the reported U.S.
profits by approximately GPB4.4 million compared to 2002.

Outlook

The Group's U.S. gaming division continues to perform well, with strong
growth in the video lottery terminals revenues delivered at Lincoln Park
following the introduction of approximately 570 additional video lottery
terminals earlier this year.  The average weekly drop for October, in what
is historically the quieter fourth quarter, has remained strong at around
US$5.1 million.

Further significant growth will come with the construction of a new building
to house both these 570 video lottery terminals and the approximately 730
that have yet to be installed.  Construction will commence once Wembley has
secured a long-term agreement in respect of its share of video lottery
terminals revenue.

In the U.K., the fourth quarter, which is the strongest trading period, has
started well.  The operational changes made at Wimbledon and the impending
sale of Catford leave the business better positioned for the future.  In
addition, our tracks, as existing gaming centers in exclusively urban
locations, have considerable potential to capitalize on the opportunities
presented by the anticipated deregulation of gaming.


WEMBLEY PLC: Vows to Fight Bribery, Breach of Contract Lawsuits
---------------------------------------------------------------
There has been considerable media attention in both the U.K. and the U.S.
following the issue of the indictments in September against Lincoln Park and
two of Wembley's executives.  It is expected that this will continue in the
run-up to the trial as the pre-trial process between the defense and
prosecution attorneys is played out in a more public format than is common
in the U.K.  At this stage, a date for the trial has yet to be set.

The Board remains firmly of the view that the allegations are without
foundation and the two executives continue to have its full support.
Lincoln Park and the two executives will vigorously defend themselves
against these allegations.

The costs incurred so far this year are in the region of GBP1.0 million.  At
this stage, it is difficult to predict what these may amount to at the
year-end, although they are not expected to exceed GBP1.4 million.

A dispute in Hong Kong that relates to the management of the Hong Kong
Stadium by a Wembley subsidiary, and which has been flagged in our accounts
since 1998, reaches court later this month.  The claim against Wembley is
for breach of contract.  Wembley is counter-claiming for unlawful
termination of the contract and breach of contract.  Wembley has always
viewed the possibility of an adverse outcome as small.  Costs incurred this
year are expected to be in the region of GBP0.6 million.

CONTACT:  WEMBLEY PLC
          Phone: 020 8795 8003
          Claes Hultman, Executive Chairman
          Mark Elliott, Finance Director

          College Hill
          Phone: 020 7457 2020
          Justine Warren
          Matthew Smallwood


                            *********


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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