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

                              E U R O P E

                  Tuesday, August 13, 2002, Vol. 3, No. 159


                               Headlines


* B E L G I U M *

FLV FUND: Starts Selling Portfolio Assets, Stops U.S. Operations

* F R A N C E *

NORTEL NETWORKS: Delivers Business Continuity to ICBC
VIVENDI UNIVERSAL: Water Utility Unit Wants Umbilical Cord Cut

* G E R M A N Y *

CARGOLIFTER AG: Closure Next After Rejection of Loan Guarantees
HELKON MEDIA: Sells Stake in International TV Licensing Company
MOBILCOM AG: Unit Write-down Delays Release of Q2 Figures

* P O L A N D *

NETIA HOLDINGS: Nears Approval of Debt-for-Equity Swap
NETIA HOLDINGS: Polish Court Approves Arrangement Proceeding Plan

* U N I T E D   K I N G D O M *

BAYNFLAX LIMITED: Administrators Sell Machinery Manufacturer
BUCKINGHAM PAINTS: Receivers Sell Paint Manufacturing Business
CARLTON COMMUNICATIONS: Downgrade to Junk Status Likely in Autumn
CLEAREX PLASTICS: Administrators Sell Manufacturing Concern
MARCONI PLC: Debt Negotiations to Ripen Into Pact This Week
RAILTRACK PLC: Decides to Pay Potters Bar Victims GBP12 MM
TERONIX ENGINEERING: Receivers Sell Auto Parts Maker
UNIQ PLC: Closes Yogurts, Spreads Units, But Sale Talks Continue


=============
B E L G I U M
=============


FLV FUND: Starts Selling Portfolio Assets, Stops U.S. Operations
----------------------------------------------------------------
FLV Fund discloses a loss of EUR 11.46 million for the second
quarter of 2002. The company's cash position at June 30, 2002 is
EUR 14.2 million.

Per June 30, 2002 the fair market value of FLV Fund amounted to
EUR 2.69 per share or a decrease of 17.23 % compared to last
quarter. On June 30, 2002 the investment portfolio contained 31
active companies with a total fair value of EUR 41.02 million.

Follow on investments in the second quarter of 2002 totaled EUR
1.02 million while the proceeds on the sale of venture capital
investments amounted to EUR 0.15 million.

Q2 results

FLV Fund posted a net accounting loss of EUR 11.46 million during
the second quarter of 2002. Net operating losses amounted to EUR
11.23 million, while other net expenses amounted to EUR 0.23
million.

During the second quarter of 2002, the net changes in fair value
of the financial assets of FLV Fund were as follows: (i) a
decline of EUR 9.15 million on non-listed venture capital
investments, (ii) a decline of EUR 0.7 million on listed venture
capital investments and (iii) a decline of EUR 0.19 million on
the financial assets held for trading.

Net unrealized losses on debt securities and loans receivable
amounted to EUR 0.16 million.

FLV Fund's fair market value per June 30, 2002: EUR 2.69 per
share

The IAS-based fair market value of FLV Fund declined from EUR
3.25 per share on March 31, 2002 to EUR 2.69 per share on June
30, 2002 or a decrease of 17.23 % compared to last quarter.

Following breakdown can be made with regard to the fair value on
June 30, 2002 and March 31, 2002.

Fair value            June 30, 2002         March 31,2002
                    000 EUR  EUR/share      000 EUR  EUR/share
Portfolio          41,017    1.99          50,456   2.45

listed companies     1,117   0.05, 1.94    2,161    0.1, 2.35
non-listed companies 39,900  0.05, 1.94    48,295    0.1, 2.35

Receivables/payables  188    0.01           771      0.04
Cash               14,206    0.69         15,642     0.76
Total              55,411    2.69         66,869    3.25

20,604,495 shares outstanding

Portfolio of FLV Fund on June 30, 2002

On June 30, 2002 the fair value of the active portfolio totaled
EUR 41.02 million. The value of the six listed companies of the
portfolio totaled EUR 1.12 million. The European segment and the
American segment constituted respectively 72 % and 28 % of the
fair value of the portfolio.

For the application categories, the comparison is as follows:

Fair value                June 30, 2002      March 31, 2002
                        000 EUR  EUR/share  000 EUR  EUR/share
Security & telematics  17,095     0.83      19,959   0.97
Telecommunications      5,407     0.26        8,723  0.42
Edutainment            7,070      0.34       9,367   0.45
Bus. Intell. & Proces. 11,445     0.56      12,407   0.61
Portfolio              41,017     1.99      50,456  2.45


Investments and exits

During the second quarter of 2002, FLV Fund invested a total of
EUR 1.02 million in the existing portfolio companies Captor
(Belgium - EUR 0.57 million), LibertyTV.com (Luxemburg - EUR 0.18
million), Syvox Corporation (USA - EUR 0.14 million) and M-
Commerce Ventures (Singapore - EUR 0.13 million).

The proceeds on the sale of VoiceIQ and Pumatech amounted to EUR
0.15 million.


Start of the procedure for the sale of assets

To implement the business plan that was approved by the General
Assembly of FLV Fund cva in October 2001 the board of directors
of FLV Management NV has decided to launch an organized sale
procedure for realizing the Fund's portfolio assets. The
objective of the operation is to return to the shareholders a
portion of the capital invested. Some of the portfolio
participations may be subject to legal or contractual
restrictions. Confidentiality of some of the information might
hamper the procedure. Bank Degroof and the Baker McKenzie law
firm in Brussels provide guidance and assistance for the
operation.

Termination and liquidation of FLV Management USA

On August 6, 2002 the board of FLV Management USA Inc decided to
stop all activity and to start the procedure for the liquidation
of the company. This decision is part of the cost saving measures
that are being taken to further reduce the overall operating
expense.

Update status legal files in the United States

The 2001 annual report already mentioned in point 6.10 that on
April 27, 2001 a class action (Quaack v. Bastiaens) had been
brought before the courts of Massachusetts, whereby FLV Fund cva,
together with more than twenty co-defendants was summoned by
people who bought shares of Lernout & Hauspie Speech Products NV
between April 28, 1998 and November 8, 2000.

On March 4, 2002 FLV Fund received a summons in a civil law suit,
introduced by the Stonington group in the courts of Delaware
against 14 parties among which FLV Fund cva. The Stonington group
claims compensation for damages allegedly sustained in May 2000,
when selling Dictaphone to L&H in exchange for L&H shares. The
case has been transferred to the Massachusetts court to be joined
with the above-mentioned procedure.

In the course of the second quarter 2002, three summonses were
received for procedures introduced at the request of the
shareholders of Dragon Systems, Inc. who at the time exchanged
their shares for L&H shares. The plaintiffs are respectively the
trustees of Seagate (TRA Rights Trust Technology, Inc.), the
Baker family and the Bamberg family. In the three cases they are
claiming compensation for damages incurred because of that
exchange. FLV Fund again is one of the many co-defendants. In the
meantime those cases have also been transferred to the
Massachusetts court where they are being handled before one and
the same judge.

In each file legal counsel of FLV Fund has submitted or will
submit to the court a motion to dismiss. The judge's decision is
expected no earlier than October 2002.

Subsequent events

After June 30, 2002 FLV Fund invested a total amount of EUR 0.82
million in the existing portfolio company C&T Paradigm. FLV Fund
will report its third quarter results on November 15, 2002.

FLV Fund was incorporated on December 1995 as a global venture
capital fund dedicated to companies developing applications on
intelligent interfaces. FLV Fund was introduced on the Nasdaq
Europe stock exchange in July 1998.

FLV Fund's objective is the maximization of the shareholder value
and gradual refund of its shareholders through realization of its
portfolio.

The gradual and orderly realization of the portfolio will be
organized through regular exits and / or, if estimated opportune,
through a controlled auction of whole or a part of the portfolio.


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


NORTEL NETWORKS: Delivers Business Continuity to ICBC
-----------------------------------------------------
Industrial and Commercial Bank of China (ICBC), China's largest
commercial bank, has deployed a storage area networking (SAN) and
disaster recovery solution from Nortel Networks*.

Nortel announces that this solution puts ICBC in a better
position to ensure business continuity, and to extend risk
management and competitive capabilities in domestic and worldwide
financial markets.

Nortel Networks business continuity solution, developed in
association with storage industry leader EMC*, is based on Nortel
Networks OPTera* Metro 5200 Multiservice Platform.

The network leverages the power of dense wavelength division
multiplexing (DWDM) optical technology to link ICBC's Beijing
data consolidation center with a backup facility at another
location in the capital. The Beijing center collects data from
approximately 21 provinces across North China.

Designed to provide high reliability, flexibility and
scalability, Nortel Networks OPTera Metro 5200 can carry very
large amounts of data in real-time between the data consolidation
center and the backup site. It is also designed to enable
virtually instant data recovery in the event of a natural or man-
made disaster.

"This ICBC project further strengthens Nortel Networks leadership
position in building advanced metro optical networks in China,"
said Robert Mao, president and chief executive officer, Nortel
Networks China. "We hope to continue growing this relationship
with a wide range of China's industries and enterprises by
deploying advanced and reliable solutions designed to boost
business performance and accelerate business success."

Nortel Networks OPTera Metro 5200 delivers carrier-grade
reliability and scalability. Based on photonic DWDM technology,
OPTera Metro 5200 enables bit-rate and protocol-independent
networking. This flexibility facilitates rapid, easy service
provisioning by supporting SONET/SDH interfaces, as well as
Gigabit Ethernet, ESCON, FICON, Fiber Channel, Sync Fiber Optics
Systems (FOTS/PDH) and other technologies from the same card.

OPTera Metro 5200 is part of Nortel Networks complete, flexible
metro optical portfolio of DWDM, next generation SONET and
Optical Ethernet products, and is currently deployed in more than
1,000 customer networks in 45 countries, including 18 of the
largest 20 metropolitan areas around the world.

Nortel Networks was ranked #1 in the global metro DWDM market in
the first quarter of 2002, according to the Dell'Oro Group and
RHK. In 2001, Nortel Networks ranked #1 in China's optical long
haul market according to RHK.

ICBC (www.icbc.com.cn) is the largest state-owned commercial bank
in China, with approximately 30,000 branches and offices
nationwide and a strong international presence. In 2000, ICBC was
named China's "Bank of the Year" by The Banker magazine and "The
Best Domestic Bank" in China by Euromoney. In The Banker's 2001
ranking for global banks, ICBC ranked seventh among the world's
top 1,000 banks in terms of tier-one capital.

Nortel Networks is an industry leader and innovator focused on
transforming how the world communicates and exchanges
information. The company is supplying its service provider and
enterprise customers with communications technology and
infrastructure to enable value-added IP data, voice and
multimedia services spanning Metro and Enterprise Networks,
Wireless Networks and Optical Networks.

As a global company, Nortel Networks does business in more than
150 countries. More information about Nortel Networks can be
found on the Web at www.nortelnetworks.com.


VIVENDI UNIVERSAL: Water Utility Unit Wants Umbilical Cord Cut
--------------------------------------------------------------
Subsidiaries of ailing Vivendi Universal continue to sever their
ties with the French media giant and one such unit is utility
group Vivendi Environnement.

The unit plans to distance itself from the troubled parent, which
holds a 40% interest, by renegotiating a EUR1.4 billion
convertible bond.  The Financial Times says the utility group
plans to ask holders this week to waive a guarantee issued by the
media company in return for higher interest payments.

By doing this, Environnement would no longer be obliged to repay
bondholders in the event of a default by Vivendi Universal, which
is due to issue a delayed second-quarter trading statement on
Wednesday.

"This is a sign of Vivendi Environnement trying to sever all
financial risk regarding its links to the media group," Sarah
Simon at Morgan Stanley Dean Witter in London told the Financial
Times.

Other investors are also expected to press the media group on its
own plans to strengthen its balance sheet, currently weakened by
an estimated net debts of EUR17 billion.  Vivendi is expected
this Wednesday to reveal its short-term cash position.  Sources,
however, expect little new information on proposed asset sales.

At the moment, the company is in talks with lenders to secure
EUR2.8 billion in short-term credit that executives hope will
enable it to proceed with a structured disposal program of non-
core assets.  The group has already announced plans to sell the
international assets of Canal Plus, its pay-TV subsidiary, but
progress on the first big part of that disposal program has been
slow.

Reports have it that Rupert Murdoch's News Corporation is
becoming frustrated at the pace of negotiations over its EUR1
billion to EUR1.3 billion bid for Telepiu, the Italian pay-TV arm
of Canal Plus.  The two sides are understood to have failed to
reach an agreement on the price for Telepiu, which News Corp.
plans to merge with its existing Stream TV joint venture in
Italy.

The talks have stalled over the disclosure of financial
information by Canal Plus and the availability of subscriber
numbers for its Italian business, the paper says.

The company gained last week US$127 million by agreeing a
settlement with Diageo, the UK drinks group, over its acquisition
of Vivendi's Seagram spirit and wine business, the report adds.


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


CARGOLIFTER AG: Closure Next After Rejection of Loan Guarantees
---------------------------------------------------------------
Cargolifter insolvency administrator Rolf-Dieter Monning says he
will be forced to shutdown operations due to the rejection of his
request for EUR40 million (US$38.8 million) in credit guarantees.

In an interview with the Financial Times, Mr. Monning said the
airship-maker now only has enough money to secure the
infrastructure of the company's operations.

The federal economics ministry said Friday that the guarantees
could not be provided because a private investor had not been
found to support the company and that no viable restructuring
plan had been presented.

Cargolifter, considered one of eastern Germany's few outstanding
companies, filed for insolvency in May.  Formal insolvency
proceedings began on July 31 before the Cottbus District Court.
Cargolifter and six other subsidiaries are currently seeking time
to straighten both its operations and finances.


KIRCHMEDIA GMBH: Three Groups Surface to Battle Over Spoils
-----------------------------------------------------------
Three consortia have now emerged as strong contenders for
erstwhile KirchGruppe core business, KirchMedia GmbH, reports
Handelsblatt.

The German daily says the three bidders consist of No.3 German
bank Commerzbank AG and Hollywood studio Columbia TriStar, French
television group TF1 and U.S. media tycoon Haim Saban, and U.S.
investment bank Lehman Brothers and Saudi prince Al Waleed.

At the moment, the TF1-Haim Saban group has the highest bid with
EUR2.6 billion.  The race, however, could still change complexion
with a month to go before the winner is announced.

It even remains uncertain whether the consortium currently
comprising Germany's No. 2 bank HVB Group and publishers Axel
Springer Verlag AG, Heinrich Bauer Verlag KG and Spiegel-Verlag
Rudolf Augstein GmbH is out of the race or whether other bidders
may join the group, the German daily says.

This consortium's offer amounts to only EUR1.4 billion, the
lowest among the bids.  But the bid did not include KirchMedia's
sports rights.  This sports-rights unit has been undergoing
restructuring toward becoming a stand-alone company.

The leading groups will be afforded ample time to examine the
company's books, in line with obligatory due diligence before
issuing their final bids.


HELKON MEDIA: Sells Stake in International TV Licensing Company
---------------------------------------------------------------
Helkon Media sells its majority stake in international TV
licensing company Peppermint as part of its restructuring
program, the company reveals on its recent announcement.

Helkon international Production GmbH, a 100% subsidiary of Helkon
Media group, has 51.1 % stake in the subsidiary Peppermint GmbH,
Munich.

Gesellschafterin peppermilk SA, Lugano, Switzerland, after
acquiring a stake in Peppermint, now has 48.9 % interest in the
said subsidiary. The sales took place under agreement of the
provisional insolvency manager attorney Axel Bierbach.

In the context of Helkon Media AG's reorganization and
restructuring program in February, the sale of the international
TV licensing unit reflects the group's intention to focus on its
core business of national license trading.

The group is further examining the German market for possible
sale of other subsidiaries.  


HELKON MEDIA: Secures Continuation of Business
----------------------------------------------
The provisional insolvency administrator Axel Bierbach and the
executive committee of Helkon Media AG announces the company
secures the continuity of Helkon's core bussiness.

Successful negotiations were achieved with principal creditors of
the company: Vereins, Westbank and Stadtsparkasse, Cologne.

Helkon Media AG informed its employees Friday that wages and
salaries are secured for the time being.

Contact information:
Anke Ludemann
Helkon Media AG
Investor Relations
Telephone: 089/ 99805-842
Email: anke.luedemann@helkon.de


MOBILCOM AG: Unit Write-down Delays Release of Q2 Figures
---------------------------------------------------------
The second-quarter earnings report of MobilCom AG will be
delayed, as it tries to mull which accounting treatment to use
for the goodwill write-down of a subsidiary.

According to the Financial Times, the troubled German mobile
phone services provider doubts it can resolve before August 13
the type of accounting treatment to use for its D Plus unit.  The
company did not set a new date for its second-quarter report, and
said the issue could take weeks to resolve.

MobilCom bought D Plus in 1999 for EUR25 million (US$24.2
million) in cash and three million MobilCom shares, worth EUR47
per share at the time.  Since then, D Plus has been integrated
into MobilCom's other operations, and the company said it was
considering a goodwill write-off to reflect that the brand no
longer existed.  Already, a third of the D Plus purchase price
has been written off and the business has a book value of about
EUR100 million, the report says.

The mobile phone firm says it is possible that other write-downs
will be made, but these will likely be smaller than the D Plus
charge.  MobilCom clarifies that this write-off is not related to
the ongoing takeover talks with France Telecom.

The company faces insolvency without France Telecom taking
majority control of the firm.  MobilCom is currently buried under
a EUR6 billion debt-pile, which could be shouldered by the French
group if its tender for the 71.5% of the firm pushes through.

Analysts interviewed by the Financial Times expects MobilCom to
report losses of EUR59 million before interest, tax, depreciation
and amortization for the second-quarter, compared with earnings
of EUR3.7 million last year, while revenues are expected to fall
23% to EUR514 million.


MOBILCOM AG: Schmid Renews Belligerent Stand v. France Telecom
--------------------------------------------------------------
Ousted MobilCom CEO Gerhard Schmid is mulling legal action
against France Telecom, which was responsible for his removal
after months of boardroom maneuvers.

The suit, however, does not bear any relation to his ouster, but
more with the recent slump in share value.  Mr. Schmid, who
founded MobilCom, is now reduced to a mere shareholder with
substantial interest.

He alleges that France Telecom, on at least two occasions,
deliberately put pressure on MobilCom's share price, thus
damaging the interests of the company and its free shareholders.
First, it made comments in which it alluded to the imminent
insolvency of the Germany group.  And second, it postponed the
publication of half-year results.

Handelsblatt says Mr. Schmid was expected to hold a press
conference yesterday, where he was set to reveal details of his
plans.  The conference was originally scheduled to take place
last Friday but was called off at short notice.

MobilCom has postponed the publication of its half-year results
sine die.  Its share price tanked by more than 8% to close at
4.99 euros, following the announcement Friday.


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


NETIA HOLDINGS: Nears Approval of Debt-for-Equity Swap
------------------------------------------------------
Netia now only needs one last ruling from a Warsaw court to rev
up its restructuring plan, which must be implemented by December
31, The Deal in a report late last week said.

The Court handed its second ruling Friday, part of three
decisions that must be made before the company can issue up to
317.7 million new shares for bondholders and other creditors. A
ruling on the third case, involving one of Netia's 14
subsidiaries, Netia South, is expected later this month or in
September.

"This is a milestone for Netia's restructuring," company official
Malgoszata Branska told The Deal. "If we have approval for Netia
Holdings, there should be no problem for Netia South."

Netia, battered by a stagnant market, regulatory issues and
rising debt, defaulted on US$850 million in bonds in January.
Under the restructuring plan, bondholders will gain ownership of
91% of the company through a share issue, the Deal said.

Netia has 31 million shares outstanding with Swedish phone
company Telia AB holding 48% and New York private equity firm
Warburg Pincus holding 9.3%.  These holdings will be reduced to
less than 5%, but both companies and other non-creditor
shareholders will get warrants allowing them to raise their
stakes to a total of 15% of the equity within two to three years,
following the restructuring.

In all, 91.3% of debt or EUR773 million ($751.1 million) will be
converted into equity.  More than 95% of creditors approved the
settlement in late June.  To complete the deal, Netia will also
issue creditors six-year bonds with a total value of EUR50
million (US$46.8 million).

Netia's market cap has sunk below US$22 million, less than 10% of
its value when the company listed on the Warsaw Stock Exchange in
mid-2000.

Merrill Lynch advised the company on its restructuring plan,
while Weil, Gotshal & Manges provided legal advise.


NETIA HOLDINGS: Polish Court Approves Arrangement Proceeding Plan
-----------------------------------------------------------------
Netia Holdings S.A., Poland's largest alternative provider of
fixed-line telecommunications services, announces that the
District Court for the City of Warsaw approves the arrangement
plan that was previously adopted by the requisite majority of
Netia Holdings S.A.'s creditors.

Kjell-Ove Blom, Netia's Acting President, remarked, "This is
another milestone in Netia's restructuring as set out in the
restructuring plan agreed between the Company and a majority of
its creditors. We look forward to continuing the restructuring
process and moving towards a successful conclusion."

Contact Information:        

Netia
Anna Kuchnio
Investor Relations
Telephone: +48-22-330-2061


TELEKOMUNIKACJA POLSKA: Faces Huge Fine for Not Heeding Order
-------------------------------------------------------------
Telekomunikacja Polska SA is likely to pay a penalty equivalent
to 3% of its revenues last year for failing to abide by the order
of Poland's Telecommunication and Postal Regulatory Office.

According to the Warsaw Business Journal, the penalty relates to
the February 15, 2002 order of the regulator, which referred to a
change to an agreement on cooperation between Netia Telekom
Lublin SA and the company.

An investigation showed that the company did not adhere to the
conditions of connecting the telecommunication network, and hence
did not provide users of the joint network with the widest
possible access to telecommunication services.

The regulator recently initiated the proceeding against the
company and ordered it to present its standpoint on the issue.
The company recorded revenues of CZK17.3 billion last year.


TELEKOMUNIKACJA POLSKA: Outsourcing Program to Save CZK100 MM
-------------------------------------------------------------
Telekomunikacja Polska revealed recently an outsourcing program
that will save the company some CZK100 million in a year's time,
but will cost a quarter of its 24,000 employees.

The Warsaw Business Journal, however, said the program has the
approval of trade unions.  Dismissed employees, who will mostly
come from the network maintenance division, will be employed by
external companies that will be subcontracted for the same work.

Under the program "Employment for employees," subcontracted
companies must employ Telekomunikacja Polska specialists.
Additionally, such companies must have specified equity, an ISO
certificate and full package of social benefits for employees.

Companies are to be selected by tender. Telekomunikacja Polska
does not rule out concluding contracts with companies formed by
its own employees, the paper said.  The company will start
dismissing employees by end of this year.


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


BAYNFLAX LIMITED: Administrators Sell Machinery Manufacturer
------------------------------------------------------------
Baynflax Limited

The Joint Administrative Receivers, P W Engel and J W Davies
offer for sale the business and assets of Baynflax Limited

Principal features of the business include:

    - Long established food machinery manufacturer
    - Turnover GBP2.5 million
    - New leasehold premises
    - Strong customer base
    - Extensive design capabilities
    - Strength in growing 'ready meals' market

Contact Information:

Peter Engel or Huw Jones
Solomon Hare
Oakfield House
Oakfield Grove
Clifton
Bristol BS8 2BN

Telephone: 0117 933 3210
Email: Wendy-Batchen@solomonhare.co.uk


BUCKINGHAM PAINTS: Receivers Sell Paint Manufacturing Business
--------------------------------------------------------------
Buckingham Paints Limited
(In Administrative Receivership)

The Joint Administrative Receivers, C P Holder and A P Beveridge
offer for sale the following business and assets of Buckingham
Paints Limited.

Principal features of the business include:

    - Purpose built (1983) decorative paints facility based in
        Buckingham
    - 130,000 square foot leasehold factory, warehouse and head
        office
    - 30/30 million litres annual manufacturing capacity
    - 1,000 to 25,000 litre batch sizes
    - UK and European markets
    - Skilled workforce

Contact Information:

Graham Wild
Kroll Buchler Phillips
5th Floor, Airedale House
77 Albion Street
Leeds LS1 5AP

Telephone: 0113 386 0800
Facsimile: 0113 244 9305
Email: gwild@buchler-phillips.co.uk


CARBORUNDUM ABRASIVES: Tenon Sells Abrasives Manufacturing Co.
--------------------------------------------------------------
Carborundum Abrasives GB Limited
(In Administration)

The Joint Administrators, Patrick Ellward and Andrew Redmond of
Tenon Recovery, offer for sale the business and assets of the
above company.

Main features of the business include:
    - Manufacture of abrasives and resins
    - Turnover approximately GBP12 million
    - Leasehold premises in Manchester
    - Skilled workforce
    - Excellent customer base

Contact Information:

Patrick Ellward
Tenon Recovery
Telephone: 0161 834 3313
Facsimile: 0161 827 8402
Email: nichola.lloyd@tenongroup.com


CARLTON COMMUNICATIONS: Downgrade to Junk Status Likely in Autumn
-----------------------------------------------------------------
ITV co-owner Carlton Communications could suffer another
downgrade from rating agencies this autumn, as its audience
continues to dwindle and advertising revenues remain anemic, says
AFX News.

Citing The Business, the news agency says fresh signs of weakness
in the U.K. advertising market are putting huge pressure on
Carlton, whose net debt has soared to GBP487 million.

On June 28, Moody's Investors Service lowered the long-term debt
ratings of Carlton to Baa3 from Baa2 and its short-term rating to
Prime-3 from Prime-2 with a negative outlook.

Moody's said, "the downgrade is based on the negative impact on
Carlton's core cash flows from the extended cyclical weakness in
U.K. TV advertising, and the likelihood that a recovery in the
Group's debt protection measurements will take longer than
earlier anticipated. It also takes account of the structural
challenges facing ITV in limiting the erosion of its share of the
UK TV advertising market, as well as Carlton's reduced strategic
options following the closure of ITV Digital."

The rating agency also said "the Baa3 rating reflects the ongoing
strength of ITV's position as the U.K.'s leading commercial TV
franchise, the Group's sound liquidity position, and some
financial flexibility derived from its holding of Thomson
Multimedia shares. This rating action concludes the review
initiated in March."

"The negative outlook reflected ongoing uncertainties about the
extent and rate of any recovery in U.K. TV advertising, and some
residual uncertainty surrounding possible costs associated with
the closure of ITV Digital," Moody's added.


CHARLTON KINGS: Receivers Sell Metal Fabrication Business
---------------------------------------------------------
Charlton Kings Engineering Limited
(in Administrative Receivership)

The Joint Administrative Receivers, Bob Maxwell and Andrew
Peters, offer for sale the business and assets of Charlton Kings
Engineering Limited, the West Midlands-based metal fabrication
business and its subsidiary, CKE (Midlands) Limited.

Main features of the business include:

    - Annual turnover of approximately GBP7 million
    - Leasehold premises of 65,000 sq ft in Darlaston, West
        Midlands next to Junction 10 M6
    - Blue chip customer base in Leisure, Automotive, Vending and
        Architectural products
    - State of the art design, manufacture and assembly of sheet  
        metal fabrications utilising CAD/CAM design, CNC laser
        cutting, shearing, CNC punching, bending, forming, welding
        and finishing
    - Extensive order book
    - Skilled workforce of 110 employees
    - BS/EN ISO 9001 approved

Contact Information:

Brian Walford
Deloitte & Touche
Colmore Gate
2 Colmore Row
Birmingham B3 2BN

Telephone: 0121 200 2211
Facsimile: 0121 695 5555
Mobile: 07970 736595
Email: bwalford@deloitte.co.uk


CLEAREX PLASTICS: Administrators Sell Manufacturing Concern
-----------------------------------------------------------
Clearex Plastics Limited
(In Administration)

North East based manufacturer of plastic products and components.

Principal features of the business include:
    - Specialized injection, vacuum form and polyurethane foan
        moulding equipment
    - Turnover circa GBP2 million
    - Extensive blue chip customer base

Contact Information:

Ian Kings or Steven Ross
Tenon Recovery
19 Borough Road
Sunderland SR1 1LA
Telephone: 0191 568 1000
Facsimile: 0191 567 1661


CORDIANT COMMUNICATIONS: Issues Notice on Aviva's 6.87% Interest
----------------------------------------------------------------
Cordiant issues a notification that on August 9, 2002 Morley Fund
Management Ltd, a subsidiary of Aviva plc, has a holding of
28,125,699 Ordinary shares representing 6.87% of the issued share
capital of the Company.

Cordiant Communications Group plc is a global marketing
communications
company with headquarters in London. In December 2001, the
company recorded GBP271 million in pre-tax losses. On the same
period, its profit and loss statement also reveals assets of
GBP1.2BB and 871.3 million in liabilities.

Meanwhile, the group announces that its interim results for the
six months to June 30, 2002 will be announced on Friday,
September 3, 2002, AFX news reports.


CORUS GROUP: Discloses 9% Interest in Capital Group Companies
-------------------------------------------------------------
Corus Group plc issues announcement regarding The Capital Group
Companies, Inc. on behalf of its affiliates, including Capital
Guardian Trust Company, Capital International Limited, Capital
International S.A., Capital International, Inc. and Capital
Research and Management Company, pursuant to Section 198 of the
Companies Act 1985.

On August 7, 2002 The Capital Group Companies, Inc. has
281,447,227 ordinary 50p shares representing 9.00% of Corus Group
plc's issued capital.

These holdings form part of funds managed on behalf of investment
clients by the Companies.


MARCONI PLC: Debt Negotiations to Ripen Into Pact This Week
-----------------------------------------------------------
A breakthrough is expected this week in the debt negotiations
between troubled telecom equipment-maker Marconi Plc and
creditors, says the Sunday Telegraph.

Citing no one, the paper said the company will hand creditors
most of its GBP1.3 billion of cash and in return banks will
write-off as much as GBP1 billion of debts.  Shareholders, on the
other hand, will likely receive warrants they can convert to
shares at a predetermined price, enabling them to benefit if the
company recovers.

The paper says the company will be left with a core business
valued between GBP200 million and GBP300 million on the balance
sheet and net debts of between GBP300 million and GBP500 million.

Marconi, meanwhile, said it is initiating consultations with
workers and trade unions on a plan to shed as many as 1,000 jobs
in the U.K. on a voluntary basis.  The company has already cut
its U.K. workforce to 8,000 from 15,000 in July last year, as
slowing economies prompted clients such as BT Group Plc to cut
spending.


P&O PRINCESS: Will Acquire Former Renaissance Ships R3 and
R4                      
-------------------------------------------------------------
P&O Princess Cruises announces the acquisition of the former
Renaissance vessels, R3 and R4, which will join its North
American and Australian fleets.

The 684 lower berth vessels, which originally entered service in
1999, will be acquired through a lease purchase structure at a
total combined capital cost for the two ships of approximately
USD150 million. Under the terms of the acquisition contracts, the
two vessels are contracted to be deployed in the Pacific Ocean
region for at least the first two years of their operation by P&O
Princess.

R4, which will be renamed Tahitian Princess, is expected to
continue to be deployed in French Polynesia for a further three
years.

The ships have a similar design to the other vessels in the P&O
Princess fleet with over two thirds of the cabins on each ship
having balconies, and with the ships incorporating a wide variety
of dining alternatives.

The P&O Princess fleet will continue to include a choice of
small, medium-sized and large vessels appealing to the full range
of consumer tastes in the countries where the Group operates.

Tahitian Princess will sail year round in French Polynesia, as
part of our Princess Cruises fleet, offering new itineraries to
our North American customers. Her homeport will be Papeete,
Tahiti.

R3 will be renamed Pacific Princess and will operate on a split
deployment divided between Princess Cruises and P&O Cruises in
Australia. For the six months of the year that she is part of the
Princess fleet, she will offer itineraries throughout the Pacific
region and French Polynesia. For the other half of the year the
ship's homeport will be Sydney and she will offer premium cruises
to Australians under the P&O Cruises Australia brand to French
New Caledonia and elsewhere in the South Pacific.

With the addition of the Pacific Princess to the contemporary
product delivered by the Pacific Sky, P&O Cruises in Australia
will increase its capacity by 30% and provide products designed
to appeal to the full range of Australian consumer tastes.

Peter Ratcliffe, Chief Executive of P&O Princess Cruises
commented:

'Our strong global reach and our increasingly modern fleet gives
us the flexibility to deploy our ships strategically. Operating
one ship for half the year under our Princess brand and for the
other half of the year under our P&O Cruises Australia brand
enables us to operate in the peak summer period year round,
selling across the northern and the southern hemispheres.

These two small ships, acquired at a very effective capital cost,
are ideal for Princess' destination trades and will complement
our modern fleet of larger vessels. The new ships will deliver
Princess' signature product of 'personal choice cruising', with a
range of dining options and the high proportion of balcony cabins
that our customers have come to expect.

At the same time, we are able to expand and broaden our presence
in the Australian market, with a new premium product to
complement the successful Pacific Sky program.

We are delighted to have the opportunity to acquire these ships
and look forward to expanding the tourism market in French
Polynesia and in the other developing countries in the Pacific
region.'


R3 and R4 each have a gross tonnage of 30,277 grt and a top speed
of 19.5 knots. They both have 684 lower berths and were built in
1999. They are two of the eight sister ships previously operated
by Renaissance Cruises.

In March 2002, P&O Princess Cruises announced that it entered
into an agreement to charter R8, which will be renamed Minerva
II, to operate under its UK discovery brand, Swan Hellenic.

The two ships are owned by French investors and had been leased
to Renaissance Cruises. P&O Princess will lease the ships for
approximately two years, from the fourth quarter of 2002. At the
end of the lease period, P&O Princess will purchase the two ships
for a fixed price.

The ships will be accounted for on balance sheet, together with
the associated lease and purchase liability. It is expected that
the two ships will be capitalized in P&O Princess' books at a
combined value of around USD150 million, giving a capital cost of
USD110,000 per
berth.

Princess Cruises, one of the best known names in North American
cruising, operates a fleet of ten ships deployed on many
different itineraries calling at more than 180 ports worldwide.
Cruises range from 7 to 32 days in length to destinations
including the Caribbean, Alaska, Europe, the Panama Canal,
Mexico, the South Pacific, South America, Hawaii, Asia, Canada,
New England and Bermuda.

P&O Cruises Australia offers cruises of between seven and
fourteen nights from Sydney to Vanuatu, New Caledonia, Fiji and
New Zealand. Its vessel, Pacific Sky, is the biggest cruise ship
to sail the South Pacific year round.

P&O Princess Cruises plc is a leading international cruise
company with some of the strongest cruising brand names: Princess
Cruises in North America; P&O Cruises, Swan Hellenic and Ocean
Village in the UK; AIDA and A'ROSA in Germany; and P&O Cruises in
Australia.

In addition to the above two vessels, the current complement of
19 ships and two riverboats offering 31,130 berths is set to grow
in the next two years with six new ocean cruise ships and one
riverboat on order. P&O Princess Cruises has approximately 20,000
employees worldwide and carried over one million passengers in
2001, generating a revenue of approximately USD2.5 billion
(approximately GBP1.7 billion). Headquartered in London, P&O
Princess Cruises' ordinary shares are quoted on the London Stock
Exchange and as ADSs on the New York Stock Exchange.


RAILTRACK PLC: Decides to Pay Potters Bar Victims GBP12 MM
----------------------------------------------------------
Railtrack Plc was expected yesterday to hand GBP1 million to each
of the families of the seven who died in the Potters Bar rail
crash in May.

BBC News says the other 67 passengers who were injured in the
crash will share the other GBP5 million, which the ailing rail
company has committed to pay.  Railtrack clarifies that the
payout is not an admission of guilt.

"We say that the victims have had enough to deal with and it is
time to help them.  It's the responsible thing to do," a
Railtrack spokeswoman told the news channel.

The report says victims who feel the compensation is too low are
free to ask a court to decide on an appropriate amount, an
unidentified Railtrack spokesman told a paper.  Normally,
Railtrack would not pay anyone anything following a crash until
the insurance companies representing those responsible have
agreed on who should be blamed.  But it has decided to make an
exception because it has been difficult to establish who was to
blame.

The report says if another company later on would be found
responsible for the accident, Railtrack would be reimbursed.

Results of initial investigations have so far shown that a worker
of maintenance contractor Jarvis had notified Railtrack about a
problem on the line at Potters Bar just hours before the crash.
But Railtrack had inadvertently directed workers to examine the
wrong part of the track, Troubled Company Reporter-Europe said in
its July 15 issue.

The workers said Railtrack had told them to go in the opposite
direction so the fault on the track was missed by workers, said a
spokesperson from Jarvis.  The TCR-Europe said Jarvis has a tape-
recorded message of the instruction made by Railtrack.

A Jarvis spokesman was quoted in that report saying that the
workers were not allowed to go to other areas of the track
without permission from Railtrack; so it is understandable that
checking other areas did not come to mind.

Quoting the Guardian, TCR-Europe said: "investigators found that
40 out of 300 nuts on other points around Potters Bar were not
fully tightened, and that the points responsible for the crash
had been wrongly assembled."


RAILTRACK PLC: Issues Meeting Notice for Holders of 5.9% Bonds
--------------------------------------------------------------
NOTICE OF MEETING

NOTICE IS HEREBY GIVEN that a meeting of the holders of the
above-mentioned bonds held on August 7, 2002 has, owing to the
lack of the quorum required in respect of the extraordinary
resolution (as referred to in the notice of meeting dated July
16, 2002 and set out below), been adjourned to 10.45 a.m. on
Friday, August 23, 2002 (or as soon as practicable thereafter
following the conclusion of the meeting of holders of the
GBP100,679,000 9.625 %. Bonds due 2016 which was adjourned to
August 23,2002) at One Bunhill Row, London EC1Y 8YY.

The quorum required in respect of the extraordinary resolution at
the reconvened meeting is two or more Bondholders or agents (as
defined in the trust deed constituting the Bonds) present in
person representing at least 25 % of the nominal amount of the
Bonds.

The extraordinary resolution authorizes the modification of the
terms and conditions of the Bonds and the provisions of the trust
deed dated May 25, 1999 (and the trust deed dated November 18,
1997 which it supplements) and which is amended by a supplemental
trust deed dated December 14, 2001) by which the Bonds are
constituted (the 'Trust Deed') in order, among other things, to

(i) provide for the early redemption of the Bonds at an amount
equal to the Adjusted Redemption Price (as defined in the
extraordinary resolution below) on the Acquisition Redemption
Date (as defined in the extraordinary resolution below) and

(ii) vary the duration of the standstill arrangements in respect
of the Bonds which were entered into on and subject to the terms
of the First Supplemental Trust Deed.

The affairs, business and property of Railtrack are being managed
by Alan Robert Bloom, Christopher John Wilkinson Hill, William
Scott Martin and Michael David Rollings (members of Ernst & Young
LLP) as joint Special Railway Administrators of Railtrack.

This notice is issued pursuant to the provisions of the Bonds and
the Trust Deed. Resolutions have been proposed to holders of each
series of public listed debt securities issued by Railtrack.

A summary of these resolutions, together with further information
concerning the extraordinary resolution set out below, is set out
in a circular to Bondholders dated July 16, 2002, copies of which
are available from the offices of Railtrack at Railtrack House,
Euston Square, London NW1 2EE and from the offices of Slaughter
and May at One Bunhill Row, London EC1Y 8YY, in each case between
9 a.m. and 5 p.m. on any weekday (public holidays excepted), and
on the Railtrack website at www.railtrack.co.uk.

EXTRAORDINARY RESOLUTION

The extraordinary resolution is in the following terms:

'THAT Bondholders:

(A) authorize the Trustee to modify the provisions of the Trust
Deed by the deletion of the existing Condition 7(a) (Final
redemption) and the substitution of the following:

'(a) Final redemption: Unless previously redeemed, or
purchased and cancelled, the Bonds will be redeemed:

(i) at their principal amount on December 7, 2009; or

(ii) (if Acquisition Completion (as defined below) occurs
prior to December 7, 2009) at the Adjusted Redemption
Price (as defined below) on the Acquisition Redemption
Date (as defined below).

If the Bonds are to be redeemed in accordance with
paragraph (ii) above, the Issuer shall give an
Acquisition Redemption Date Notice (as defined below)
to Bondholders no later than one day prior to the
Acquisition Redemption Date.

In  this Condition 7(a):

'Acquisition Completion' means the completion of the
acquisition of the entire issued share capital in the
Issuer by Network Rail Holdco Limited pursuant to the
Sale and Purchase Agreement;

'Acquisition Completion Date' means the date on which
Acquisition Completion occurs;

'Acquisition Redemption Date' means the first of the
following dates:

(i) the day falling 5 Business Days after the
Acquisition Completion Date; and

(ii) the Business Day specified as the Acquisition
Redemption Date in an Acquisition Redemption Date
Notice;

'Acquisition Redemption Date Notice' means a notice from
the Issuer to Bondholders specifying the Acquisition
Redemption Date and stating the Adjusted Redemption
Price;

'Adjusted Gross Redemption Yield' means the sum of:

(i) the Reference Gilt Redemption Yield;
(ii) the Average September Bond Trading Spread; and
(iii) the Movement in Index Spread,
calculated as an annual yield by applying the following
formula:

([1+(n/200)]2nd power -1)x100

where 'n' = the sum of (i), (ii) and (iii) above,
and rounded to three decimal places, 0.0005 being rounded
upwards;

'Adjusted Redemption Price' means an amount equal to the
sum of:

(i) the higher of (a) the principal amount of the
Bonds and (b) the price (rounded to three decimal
places, 0.0005 being rounded upwards) of the
Bonds, as reported in writing to the Issuer and
the Trustee by the Calculation Agent, applying the
Yield/Prices Formulae to the Bonds at close of
business on the Reference Date and assuming the
Bonds to have a yield equal to the Adjusted Gross
Redemption Yield; and

(ii) interest accrued and unpaid on the Bonds up to
and including the date of redemption of the Bonds;

'Average Closing Index Spread' means the close of
Business Day mean average spread (rounded to the
nearest one-hundredth of one %) over the
period of five Business Days from (and including)
the fourth Business Day preceding the Reference
Date to (and including) the Reference Date on the
UBS Warburg 5-10 year Investment Grade - A Index;

'Average September Bond Trading Spread' means 1.68 %;

'Average September Index Spread' means 1.42 %;

'Business Day' means, in this Condition 7(a), a day on
which commercial banks and foreign exchange
markets settle payments and are open for general
business in London;

'Calculation Agent' means UBS Warburg Ltd or such
other reputable financial institution operating in
(a) the gilt-edged market in London and (b) the
debt capital markets in London, appointed by the
Issuer with the prior approval in writing of the
Trustee at its sole discretion;

'Movement in Index Spread' means the Average Closing
Index Spread less the Average September Index
Spread;

'Reference Date' means the first Business Day prior to
the Acquisition Completion Date;

'Reference Gilt' means 5.75 % Treasury Stock
due 7 December 2009 or, if such stock is no longer
in issue, such other United Kingdom government
stock as the Trustee, with the advice of a broker
or market- maker operating in the gilt-edged
market, shall determine to be appropriate for the
purpose of determining the Adjusted Gross
Redemption Yield of the Bonds;

'Reference Gilt Redemption Yield' means a yield
calculated on the basis of the Yield/Prices
Formulae in respect of the Reference Gilt at the
close of business on the Reference Date;

'Sale and Purchase Agreement' means the agreement for
the sale and purchase of the entire issued share
capital of the Issuer dated 27 June 2002 and made
between Railtrack Group PLC, Network Rail Holdco
Limited and Network Rail Limited; and

'Yield/Prices Formulae' means the formulae set out in
the United Kingdom Debt Management Office's paper
entitled 'Formulae for Calculating Gilt Prices
from Yields' at page 4, Section One: Price/Yield
Formulae - Conventional Gilts; Double-dated and
Undated Gilts with Assumed (or Actual) Redemption
on a Quasi-Coupon Date (as published on 8 June
1998 and updated on 15 January 2002) or any
replacement therefor.

The Bonds may not be redeemed at the option of the
Issuer otherwise than in accordance with this
Condition 7.';

(B) authorize the Trustee to modify the provisions of the Trust
Deed by the deletion of the words 'the Bonds become due and
payable' in Condition 15 (Enforcement) and the substitution of
the words 'any payment in respect of the Bonds is not made
when payable';

(C) authorize the Trustee to modify the provisions of the trust
deed dated 18 November 1997 by the insertion of the following
as a new Clause 8.17 after Clause 8.16:

'8.17 Calculation Agency Agreement: The Trustee may treat any
calculations made by any Calculation Agent as conclusive, true
and correct in all respects and shall not be obliged to verify
or make enquiries as to the accuracy of any such calculation.
The Trustee shall have no liability to Bondholders if any such
calculation is incorrect or for any failure on the part of the
Calculation Agent to perform its obligations.';

(D) authorize the Trustee to modify the provisions of the
Supplemental Trust Deed dated 14 December 2001 and made
between the Issuer and the Trustee (First Supplemental
Trust Deed) by the deletion of the existing definition of
'Standstill Termination Date' and the substitution of the
following definition:

''Standstill Termination Date' means the first of the following
dates:

(a) the Transfer Date;

(b) if the railway administration order made in respect of the
Issuer on 7th October, 2001 (the 'Order') is discharged
with effect from the Acquisition Completion Date, the day
following the Acquisition Redemption Date;

(c) if the Order is discharged other than as described in
paragraph (b) above, the date of effect of the discharge
of the Order;

(d) the date on which the Trustee lawfully terminates this
Supplemental Trust Deed; and

(e) October 7, 2004; and';

(E) authorize the Trustee to modify the provisions of the First
Supplemental Trust Deed by the addition of the following
language at the end of Clause 8.1:

'Provided that, if the Order is discharged with effect from the
Acquisition Completion Date and all payments on the Bonds have
been and continue to be made when due, this Clause 8.1 shall
not apply from the time of discharge of the Order until the
day following the Acquisition Redemption Date';

(F) sanction and approve every modification, abrogation,
variation or compromise of, or arrangement in respect of, the
rights of Bondholders considered to be necessary by the Trustee
to give effect to this resolution (whether or not the rights
arise under the trust deed dated May 25, 1999 and made between
the Issuer and the Trustee or the trust deed dated November 18,
1997 which it supplements (together, the 'Principal Trust
Deed') or the First Supplemental Trust Deed) and assent to
every modification, variation or abrogation of the covenants
or provisions of the Principal Trust Deed or the First
Supplemental Trust Deed involved or affected by the
implementation of this resolution, such modification,
variation and abrogation to be effected by a deed (the 'Second
Supplemental Trust Deed') supplemental to the Principal Trust
Deed and the First Supplemental Trust Deed;

(G) authorize and ratify the entry by the Trustee into a
calculation agency agreement between the Issuer, the Trustee
and the Calculation Agent whereby the Calculation Agent is
appointed for the purpose of calculating the Adjusted
Redemption Price in respect of the Bonds;

(H) authorize and request the Trustee to concur in taking all
steps considered by it in its sole discretion to be necessary,
desirable or expedient to carry out and give effect to this
resolution; and

(I) declare that the Trustee shall have no liability to
Bondholders for its acts or omissions in furtherance of this
resolution.'

VOTING ARRANGEMENTS

A person who is recorded in the books of Euroclear Bank S.A./N.V.
asoperator of the Euroclear System or Clearstream Banking,
societe anonyme, as holding an interest in Bonds should inform
Euroclear Bank S.A./N.V. or Clearstream Banking, societe anonyme,
as applicable, of their voting wishes.

Voting instructions of such persons must be received by Euroclear
Bank S.A./N.V. or Clearstream Banking, societe anonyme, as
applicable, by 10.45 a.m. on August 21, 2002.

The following voting arrangements are applicable only to those
persons who hold Bonds directly.

The following is a summary of the arrangements which have been
made for the purpose of Bondholders voting in respect of the
extraordinary resolution to be proposed at the Meeting.

These arrangements satisfy the requirements of the provisions
contained in the Trust Deed relating to meetings of Bondholders
convened for the purpose of passing extraordinary resolutions and
other special quorum resolutions. Full details of these
arrangements are set out in the
Trust Deed.

Procedures for allocating votes

A Bondholder may cast votes attributable to his Bonds either by
attending and voting at the Meeting (or by appointing someone
else to do so) or by instructing that votes be cast in a
specified manner in his absence. Various procedures for
allocating votes for the Meeting are set out below.

Voting Certificate or Bond

A Bondholder may attend and vote at the Meeting (or appoint
someone else to do so) by obtaining and presenting a voting
certificate or by presenting a Bond at the Meeting.

In order to obtain a Voting Certificate a Bondholder must deposit
Bonds in respect of which he wishes to exercise voting rights at
least 48 hours prior to the time fixed for the Meeting with a
Paying Agent or to the order of a Paying Agent with a bank or
other depositary nominated by the Paying Agent for the purpose.
The Paying Agent will then issue a Voting Certificate in respect
of such Bonds.

Once a Paying Agent has issued a Voting Certificate in respect of
Bonds for the Meeting, it will not release such Bonds until
either the Meeting has been concluded or the Voting Certificate
has been surrendered to the Paying Agent.

Block Voting Instruction

A Bondholder may instruct that votes attributable to his Bonds be
cast in a specified manner in a block voting instruction.

In order for such votes to be included in a Block Voting
Instruction, a Bondholder must at least 48 hours prior to the
time fixed for the Meeting (i) deposit Bonds in respect of which
he wishes to exercise voting rights with a Paying Agent or to the
order of a Paying Agent with a bank or other depositary nominated
by the Paying Agent for the purpose and (ii) direct the Paying
Agent how the votes are to be cast.

The Paying Agent will issue a receipt for such Bonds. The Paying
Agent will issue a Block Voting Instruction in respect of the
votes attributable to all Bonds so deposited. The Block Voting
Instruction will appoint a named person or persons as a proxy or
proxies, as applicable, to vote at the Meeting in respect of such
Bonds and in accordance with the Block Voting Instruction.

Once a Paying Agent has issued a Block Voting Instruction for the
Meeting in respect of votes attributable to Bonds, it must not
release such Bonds until either the Meeting has been concluded or
the Bondholder has surrendered to a Paying Agent the receipt
issued by such Paying Agent for such Bonds at least 48 hours
prior to the time fixed for the Meeting.

Each Block Voting Instruction must be deposited at least 24 hours
before the time fixed for the Meeting at such place as the
Trustee shall designate or approve, and in default it will not be
valid unless the chairman of the Meeting decides otherwise before
the Meeting proceeds to business.

A vote cast in accordance with a Block Voting Instruction will be
valid, even if it or any of the Bondholder's instructions
pursuant to which it was executed has previously been revoked or
amended, unless written intimation of such revocation or
amendment is received from the relevant Paying Agent by Railtrack
or the Trustee at its registered office or by the chairman of the
Meeting in each case at least 24 hours before the time fixed for
the Meeting.

Form of proxy or corporate representative

A Bondholder may by an instrument in writing in the form
available from any Paying Agent and signed by the Bondholder or,
in the case of a corporation, executed under its common seal or
signed on its behalf by an attorney or a duly authorized officer,
and delivered to any Paying Agent not less than 48 hours prior to
the time fixed for the Meeting, appoint a person as a proxy to
act on his behalf in connection with the Meeting.

A Bondholder which is a corporation may, by delivering to any
Paying Agent not less than 24 hours prior to the time fixed for
the Meeting a resolution of its directors or other governing
body, authorize any person to act as its corporate representative
in connection with the Meeting.

A proxy or corporate representative so appointed will so long as
such appointment remains in force be deemed, for all purposes in
connection with the Meeting, to be the holder of the Bonds to
which such appointment relates and the Bondholder will be deemed
for such purposes not to be the holder.

Voting

Each question submitted to the Meeting will be decided by a show
of hands unless a poll is demanded by the chairman, Railtrack,
the Trustee or one or more persons representing 2 % or more of
the Bonds. The chairman will demand a poll in respect of the
extraordinary resolution.

On a poll, every person who is present in person and who produces
a Bond or a Voting Certificate or is a proxy or corporate
representative will have one vote for each GBP10,000 principal
amount of Bonds so produced or represented by a Voting
Certificate so produced or for which he is a proxy or corporate
representative.

Alan Bloom
joint Special Railway Administrator of Railtrack PLC (in railway
administration) as agent of Railtrack PLC and without personal
liability

August 12, 2002

Principal Paying Agent

HSBC Bank plc
Mariner House
Pepys Street
London EC3N 4DA

Paying Agent

UBS AG
Bahnhofstrasse 45
CH-8098 Zurich
Switzerland

Trustee

The Law Debenture Trust Corporation p.l.c.
Fifth Floor
100 Wood Street
London EC2V 7EX


RAILTRACK PLC: Issues Meeting Notice for Holders of 9.625% Bonds
----------------------------------------------------------------
NOTICE OF MEETING

NOTICE IS HEREBY GIVEN that a meeting of the holders of the
above-mentioned bonds held on August 7, 2002 has, owing to the
lack of the quorum required in respect of the extraordinary
resolution (as referred to in the notice of meeting dated July
16, 2002 and set out below), been adjourned to 10.30 a.m. on
Friday, August 23, 2002 at One Bunhill Row, London EC1Y 8YY.

The quorum required in respect of the extraordinary resolution at
the reconvened meeting is two or more Bondholders or agents (as
defined in the trust deed constituting the Bonds) present in
person representing at least 25 % of the nominal amount of the
Bonds.

The extraordinary resolution authorizes the modification of the
terms and conditions of the Bonds and the provisions of the trust
deed dated April 3, 1996 (as supplemented by a supplemental trust
deed dated July 2, 1996 (First Supplemental Trust Deed) and a
supplemental trust deed dated January 16, 2002 (Second
Supplemental Trust Deed) by which the Bonds are constituted
(Trust Deed) in order, amongst other things, to

(i) provide for the early redemption of the Bonds at an amount
equal to the Adjusted Redemption Price (as defined in the
extraordinary resolution below) on the Acquisition Redemption
Date (as defined in the extraordinary resolution below) and (ii)
vary the duration of the standstill arrangements in respect of
the Bonds which were entered into on and subject to the terms of
the Second Supplemental Trust Deed.

The affairs, business and property of Railtrack are being managed
by Alan Robert Bloom, Christopher John Wilkinson Hill, William
Scott Martin and Michael David Rollings (members of Ernst & Young
LLP) as joint Special Railway Administrators of Railtrack
(Administrators).

This notice is issued pursuant to the provisions of the Bonds and
the Trust Deed.

Resolutions have been proposed to holders of each series of
public listed debt securities issued by Railtrack. A summary of
these resolutions, together with further information concerning
the extraordinary resolution set out below, is set out in a
circular (Circular) to Bondholders dated July 16, 2002, copies of
which are available from the offices of Railtrack at Railtrack
House, Euston Square, London NW1 2EE and from the offices of
Slaughter and May at One Bunhill Row, London EC1Y 8YY, in each
case between 9 a.m. and 5 p.m. on any weekday (public holidays
excepted), and on the Railtrack website at www.railtrack.co.uk.

EXTRAORDINARY RESOLUTION

The extraordinary resolution is in the following terms:

'THAT Bondholders:

(A) authorize the Trustee to modify the provisions of the Trust
Deed
by the deletion of the existing Condition 9(a) (Final redemption)
and the substitution of the following:

'(a) Final redemption: Unless previously redeemed, or purchased
and cancelled, the Bonds will be redeemed:

(i) at their principal amount on 25 March 2016; or

(ii) (if Acquisition Completion (as defined below) occurs
prior to 25 March 2016) at the Adjusted Redemption Price
(as defined below) on the Acquisition Redemption Date (as
defined below).

If the Bonds are to be redeemed in accordance with paragraph
(ii) above, the Issuer shall give an Acquisition
Redemption Date Notice (as defined below) to Bondholders
no later than one day prior to the Acquisition Redemption
Date. An Acquisition Redemption Date Notice may be given
to Bondholders by delivery of the Acquisition Redemption
Date Notice to the clearing systems in which the Bonds are
held in substitution for publication as stated in
Condition 20 (Notices).

In this Condition 9(a):

'Acquisition Completion' means the completion of the
acquisition of the entire issued share capital in the
Issuer by Network Rail Holdco Limited pursuant to the Sale
and Purchase Agreement;

'Acquisition Completion Date' means the date on which
Acquisition Completion occurs;

'Acquisition Redemption Date' means the first of the following
dates:

(i) the day falling 5 Business Days after the Acquisition
Completion Date; and
(ii) the Business Day specified as the Acquisition Redemption
Date in an Acquisition Redemption Date Notice;

'Acquisition Redemption Date Notice' means a notice from the
Issuer to Bondholders specifying the Acquisition
Redemption Date and stating the Adjusted Redemption Price;

'Adjusted Gross Redemption Yield' means the sum of:

(i) the Reference Gilt Redemption Yield;
(ii) the Average September Bond Trading Spread; and
(iii) the Movement in Index Spread,

calculated as an annual yield by applying the following formula:

([1+(n/200)]2nd power -1)x100

where 'n' = the sum of (i), (ii) and (iii) above,
and rounded to three decimal places, 0.0005 being rounded
upwards;

'Adjusted Redemption Price' means an amount equal to the sum of:

(i) the higher of (a) the principal amount of the Bonds and
(b) the price (rounded to three decimal places, 0.0005
being rounded upwards) of the Bonds, as reported in
writing to the Issuer and the Trustee by the Calculation
Agent, applying the Yield/Prices Formulae to the Bonds at
close of business on the Reference Date and assuming the
Bonds to have a yield equal to the Adjusted Gross
Redemption Yield; and

(ii) interest accrued and unpaid on the Bonds up to and
including the date of redemption of the Bonds;

'Average Closing Index Spread' means the close of Business Day
mean average spread (rounded to the nearest one-hundredth
of one %) over the period of five Business Days
from (and including) the fourth Business Day preceding the
Reference Date to (and including) the Reference Date on
the UBS Warburg 10-15 year Investment Grade - A Index;

'Average September Bond Trading Spread' means 1.75 %;

'Average September Index Spread' means 1.51 %;

'Business Day' means, in this Condition 9(a), a day on which
commercial banks and foreign exchange markets settle
payments and are open for general business in London;

'Calculation Agent' means UBS Warburg Ltd or such other
reputable financial institution operating in (a) the
gilt-edged market in London and (b) the debt capital
markets in London, appointed by the Issuer with the prior
approval in writing of the Trustee at its sole discretion;

'Movement in Index Spread' means the Average Closing Index
Spread less the Average September Index Spread;

'Reference Date' means the first Business Day prior to the
Acquisition Completion Date;

'Reference Gilt' means 8 % Treasury Stock due 7
December 2015 or, if such stock is no longer in issue,
such other United Kingdom government stock as the Trustee,
with the advice of a broker or market-maker operating in
the gilt-edged market, shall determine to be appropriate
for the purpose of determining the Adjusted Gross
Redemption Yield of the Bonds;

'Reference Gilt Redemption Yield' means a yield calculated on
the basis of the Yield/Prices Formulae in respect of the
Reference Gilt at the close of business on the Reference
Date;

'Sale and Purchase Agreement' means the agreement for the sale
and purchase of the entire issued share capital of the
Issuer dated 27 June 2002 and made between Railtrack Group
PLC, Network Rail Holdco Limited and Network Rail Limited;
and

'Yield/Prices Formulae' means the formulae set out in the
United Kingdom Debt Management Office's paper entitled
'Formulae for Calculating Gilt Prices from Yields' at page
4, Section One: Price/Yield Formulae - Conventional Gilts;
Double-dated and Undated Gilts with Assumed (or Actual)
Redemption on a Quasi-Coupon Date (as published on 8 June
1998 and updated on 15 January 2002) or any replacement
therefor.

The Bonds may not be redeemed at the option of the Issuer
otherwise than in accordance with this Condition 9.';

(B) authorize the Trustee to modify the provisions of the Trust
Deed by the deletion of the words 'the Bonds become due and
payable' in Condition 17 (Enforcement) and the substitution of
the words 'any payment in respect of the Bonds is not made
when payable';

(C) authorize the Trustee to modify the provisions of the Trust
Deed by the insertion of the following as a new Clause 8.18
after Clause 8.17:

'8.18 Calculation Agency Agreement: The Trustee may treat any
calculations made by any Calculation Agent as conclusive, true
and correct in all respects and shall not be obliged to verify
or make enquiries as to the accuracy of any such calculation.
The Trustee shall have no liability to Bondholders if any such
calculation is incorrect or for any failure on the part of the
Calculation Agent to perform its obligations.';

(D) authorize the Trustee to modify the provisions of the
Supplemental Trust Deed dated 16 January 2002 and made between
the Issuer and the Trustee (the 'Second Supplemental Trust
Deed') by the deletion of the existing definition of
'Standstill Termination Date' and the substitution of the
following definition:

''Standstill Termination Date' means the first of the following
dates:

(a) the Transfer Date;

(b) if the railway administration order made in respect of the
Issuer on 7th October, 2001 (the 'Order') is discharged
with effect from the Acquisition Completion Date, the day
following the Acquisition Redemption Date;

(c) if the Order is discharged other than as described in
paragraph (b) above, the date of effect of the discharge
of the Order;

(d) the date on which the Trustee lawfully terminates this
Supplemental Trust Deed; and

(e) October 7, 2004; and';

(E) authorize the Trustee to modify the provisions of the Second
Supplemental Trust Deed by the addition of the following
language at the end of Clause 8.1:

'Provided that, if the Order is discharged with effect from
the Acquisition Completion Date and all payments on the
Bonds have been and continue to be made when due, this
Clause 8.1 shall not apply from the time of discharge of
the Order until the day following the Acquisition
Redemption Date';

(F) sanction and approve every modification, abrogation,
variation or compromise of, or arrangement in respect of, the
rights of Bondholders considered to be necessary by the Trustee
to give effect to this resolution (whether or not the rights
arise under the trust deed dated 3 April 1996 (Principal Trust
Deed) and made between the Issuer and the Trustee or the
supplemental trust deed dated July 2, 1996 (First Supplemental
Trust Deed) or the Second Supplemental Trust Deed) and assent to
every modification, variation or abrogation of the covenants or
provisions of the Principal Trust Deed, the First Supplemental
Trust Deed or the Second Supplemental Trust Deed involved or
affected by the implementation of this resolution, such
modification, variation and abrogation to be effected by a deed
(Third Supplemental Trust Deed) supplemental to the Principal
Trust Deed, the First Supplemental Trust Deed and the Second
Supplemental Trust Deed;

(G) authorize and ratify the entry by the Trustee into a
calculation agency agreement between the Issuer, the Trustee
and the Calculation Agent whereby the Calculation Agent is
appointed for the purpose of calculating the Adjusted
Redemption Price in respect of the Bonds;

(H) authorize and request the Trustee to concur in taking all
steps considered by it in its sole discretion to be necessary,
desirable or expedient to carry out and give effect to this
resolution; and

(I) declare that the Trustee shall have no liability to
Bondholders for its acts or omissions in furtherance of this
resolution.'

VOTING ARRANGEMENTS

A person who is recorded in the books of Euroclear Bank S.A./N.V.
as operator of the Euroclear System or Clearstream Banking,
societe anonyme, as holding an interest in Bonds should inform
Euroclear Bank S.A./N.V. or Clearstream Banking, societe anonyme,
as applicable, of their voting wishes. Voting instructions of
such persons must be received by Euroclear Bank S.A./N.V. or
Clearstream Banking, societe anonyme, as applicable, by 10.30
a.m. on 21 August 2002.

The following voting arrangements are applicable only to those
persons who hold Bonds directly.

The following is a summary of the arrangements which have been
made for the purpose of Bondholders voting in respect of the
extraordinary resolution to be proposed at the Meeting. These
arrangements satisfy the requirements of the provisions contained
in the Trust Deed relating to meetings of Bondholders convened
for the purpose of passing extraordinary resolutions and other
special quorum resolutions. Full details of these arrangements
are set out in the Trust Deed.

Procedures for allocating votes

A Bondholder may cast votes attributable to his Bonds either by
attending and voting at the Meeting (or by appointing someone
else to do so) or by instructing that votes be cast in a
specified manner in his absence. Various procedures for
allocating votes for the Meeting are set out below.

Voting Certificate, Bond or register of registered Bondholders

A holder of a bearer Bond may attend and vote at the Meeting (or
appoint someone else to do so) by obtaining and presenting a
voting certificate (Voting Certificate) or by presenting a bearer
Bond at the Meeting.

In order for a holder of a bearer Bond to obtain a Voting
Certificate he must deposit bearer Bonds in respect of which he
wishes to exercise voting rights at least 48 hours prior to the
time fixed for the Meeting with a Paying Agent or to the order of
a Paying Agent with a bank or other depositary nominated by the
Paying Agent for the purpose. The Paying Agent will then issue a
Voting Certificate in respect of such Bonds.

Once a Paying Agent has issued a Voting Certificate in respect of
bearer Bonds for the Meeting, it will not release such Bonds
until either the Meeting has been concluded or the Voting
Certificate has been surrendered to the Paying Agent.

A person whose name is recorded in the register for registered
Bonds as holding a registered Bond 48 hours prior to the time
fixed for the Meeting (Relevant Registered Bondholder) and who
brings sufficient evidence to prove his identity to the chairman
of the Meeting may attend and vote at the Meeting.

Block Voting Instruction

A Bondholder may instruct that votes attributable to his Bonds be
cast in a specified manner in a block voting instruction (a
'Block Voting Instruction').

In relation to bearer Bonds, in order for such votes to be
included in a Block Voting Instruction, a holder of bearer Bonds
must at least 48 hours prior to the time fixed for the Meeting

(i) deposit bearer Bonds in respect of which he wishes to
exercise voting rights with a Paying Agent or to the order of a
Paying Agent with a bank or other depositary nominated by the
Paying Agent for the purpose and

(ii) direct the Paying Agent how the votes are to be cast. The
Paying Agent will issue a receipt for such Bonds. The Paying
Agent will issue a Block Voting Instruction in respect of the
votes attributable to all bearer Bonds so deposited. The Block
Voting Instruction will appoint a named person or persons as a
proxy or proxies, as applicable, to vote at the Meeting in
respect of such Bonds and in accordance with the Block Voting
Instruction.

Once a Paying Agent has issued a Block Voting Instruction for the
Meeting in respect of votes attributable to bearer Bonds, it must
not Release such bearer Bonds until either the Meeting has been
concluded or the Bondholder has surrendered to a Paying Agent the
receipt issued by such Paying Agent for such bearer Bonds at
least 48 hours prior to the time fixed for the Meeting.

In relation to registered Bonds, in order for such votes to be
included in a Block Voting Instruction a Relevant Registered
Bondholder must at least 48 hours prior to the time fixed for the
Meeting direct the Registrar how the votes are to be cast. The
Registrar will issue a Block Voting Instruction in respect of the
votes attributable to all registered Bonds held by such Relevant
Registered Bondholders. The Block Voting Instruction will appoint
a named person or persons as a proxy or proxies, as applicable,
to vote at the Meeting in respect of such Bonds and in accordance
with the Block Voting Instruction.

Once the Registrar has issued a Block Voting Instruction for the
Meeting in respect of votes attributable to registered Bonds, a
Relevant Registered Bondholder may only alter or revoke his
directions to the Registrar by giving, at least 48 hours prior to
the time fixed for the Meeting, written notice to the Registrar
requesting that such directions be altered or revoked.

Each Block Voting Instruction must be deposited at least 24 hours
before the time fixed for the Meeting at such place as the
Trustee shall designate or approve, and in default it will not be
valid unless the chairman of the Meeting decides otherwise before
the Meeting proceeds to business.

A vote cast in accordance with a Block Voting Instruction will be
valid, even if it or any of the Bondholder's instructions
pursuant to which it was executed has previously been revoked or
amended, unless written intimation of such revocation or
amendment is received from the relevant Paying Agent or the
Registrar by Railtrack or the Trustee at its registered office or
by the chairman of the Meeting in each case at least 24 hours
before the time fixed for the Meeting.

Form of proxy or corporate representative

A Relevant Registered Bondholder may by an instrument in writing
in the form available from the Registrar and signed by the
Relevant Registered Bondholder or, in the case of a corporation,
executed under its common seal or signed on its behalf by an
attorney or a duly authorized officer, and delivered to the
Registrar not less than 48 hours prior to the time fixed for the
Meeting, appoint a person as a proxy to act on his behalf in
connection with the Meeting.

A holder of a bearer Bond or a Relevant Registered Bondholder
which is a corporation may, by delivering to any Paying Agent or
the Registrar, as applicable not less than 24 hours prior to the
time fixed for the
Meeting a resolution of its directors or other governing body,
authorize any person to act as its corporate representative in
connection with the Meeting.

A proxy or corporate representative so appointed will so long as
such appointment remains in force be deemed, for all purposes in
connection with the Meeting, to be the holder of the Bonds to
which such appointment relates and the Bondholder will be deemed
for such purposes not to be the holder.

Voting

Each question submitted to the Meeting will be decided by a show
of hands unless a poll is demanded by the chairman, Railtrack,
the Trustee or one or more persons representing 2 % or more of
the Bonds. The chairman will demand a poll in respect of the
extraordinary resolution.

On a poll, every person who is present in person and who produces
a Bond or a Voting Certificate or is a proxy or corporate
representative or proves to the chairman that he is a Relevant
Registered Bondholder will have one vote for each GBP10,000
principal amount of Bonds so produced or represented by a Voting
Certificate so produced or for which he is a proxy or corporate
representative or Relevant Registered Bondholder.

Alan Bloom
joint Special Railway Administrator of Railtrack PLC (in railway
administration) as agent of Railtrack PLC and without personal
liability August 12, 2002

Principal Paying Agent

HSBC Bank plc
Mariner House
Pepys Street
London EC3N 4DA

Paying Agent

Dexia Banque Internationale...Luxembourg S.A.
69, route d'Esch
L-2953 Luxembourg

Registrar

Computershare Investor Services PLC
P.O. Box 82
The Pavilions
Bridgwater Road
Bristol BS99 7NH

Trustee

The Law Debenture Trust Corporation p.l.c.
Fifth Floor
100 Wood Street
London EC2V 7EX


TERONIX ENGINEERING: Receivers Sell Auto Parts Maker
----------------------------------------------------
Teronix Engineering Limited
(In Administrative Receivership)

Turned Parts Manufacturer

The Joint Administrative Receivers, Alistair Grove and Robert
Hunt, offer for sale the business and assets of this long
established West Midlands based company, manufacturing precision
turned parts for the automotive and double glazing industries
(trading as Young Barber) and high specification reaction cell
pressings for the chemical industry (trading as Press Tools).

Principal features of the business include:
    - Annual turnover GBP5 million
    - 80,000 sq ft factory on 2.6 acre-long leasehold site
    - Established customer base
    - Skilled workforce, Young Barber (110 employees) and Press
        Tools (9 employees)
    - Unique niche products and production engineering technology
    - CNC and single and multi-spindle turning machinery

Contact Information:

Alan Limb
PricewaterhouseCoopers
Cornwall Court
19 Cornwall Street
Birmingham B3 2DT

Telephone: 0121 200 3000
Facsimile: 0121 265 5650
Email: karen.t.wilkins@uk.pwcglobal.com


TELECITY PLC: Announces Resignation of Johns a Director
-------------------------------------------------------
The Company announces the resignation of Les Johns as a Director
of the Company. Further to this announcement, the Company can now
confirm that Mr Johns' resignation is with effect from August 9,
2002.

TeleCity plc provides Internet infrastructure facilities and
associated services, including maintenance, monitoring,
procurement, storage and provision of IT solutions involving
integrated hosting.

With Headquarters in London, TeleCity was established in 1998,
floated on the London Stock Exchange in June 2000 and posted a
turnover of GPB32.6 million in the year to December 2001, a 131%
increase on the previous year, TCR Europe reports. The group has
a workforce of 255.

On August 9, the TCR Europe says the company posted GBP16.9
million in losses for the six-month period ending June 30, 2002.

Contact Information:

TeleCity plc
Telephone: 020 7638 9571
Martyn Ellis, Finance Director
Liz Hayman, Company Secretary

Citigate Dewe Rogerson
020 7638 9571
Sue Pemberton


UNIQ PLC: Closes Yogurts, Spreads Units, But Sale Talks Continue
----------------------------------------------------------------
Uniq Plc announced last week that it is closing its yogurts and
spreads plant at Wootton Bassett and selling its St. Ivel low fat
Shape brand to help pay debts.  This is Somerset says the
shutdown will affect 198 workers.

A spokesman for the Swindon frozen and chilled foods group says,
"negotiations are at an advanced stage" for the sale of the Shape
brand.

"The potential buyer has indicated its intention to transfer
production of the brand to one of its existing production
facilities.  However, it is expected that St Ivel will continue
to manufacture and provide marketing support from Wootton Bassett
into the early part of next year," the spokesman said.

St Ivel's managing director Chris Thomas said: "While the
proposed sale has not yet been completed, we feel that it is now
an appropriate time to consult with our staff.  We have tried to
keep the workforce informed throughout the sale process and
appreciate that this has been a time of great uncertainty for
everyone."

The company says it will seek another buyer for the Wootton
Bassett site.

The yogurts and spreads divisions are the centerpieces of the
company's plan to whittle down its GBP185 million debts to just
below GBP100 million in the next 12 months.  The company expects
to get as much as GBP100 million, with the yogurt division
accounting for GBP30 million.

"We were well below the economic scale required to be an
efficient yogurt player in the UK. [The business] was an obvious
candidate for sale given the strength of [its low-calorie] Shape
brand," Mr. Ronald was quoted by Troubled Company Reporter-Europe
as saying in June.

The chief, who comes from Mars and the fourth at the helm in the
last 18 months, said then that discussions with potential buyers
are ripening into firm commitments.  It was thought then that
France's Danone is leading the bidding, TCR-Europe said.

As regard the spreads division, which includes the Utterly
Butterly and Vitalite brands, Mr. Ronald expects a buyer within
the year.  He said maintaining this unit no longer fits the
group's move to focus on own-label and franchised operations.

Mr. Ronald has pledged to turnaround the business in 12 months.
He said his experience at the U.S. giant Mars had trained him to
look "very closely at where the consumer is going and where the
money is -- it's in chilled convenience food."

The company recently reported pre-tax profits of only GBP23.1
million for the year to March 31, down from GBP57.5 million last
year.  TCR-Europe said this poor performance was partly due to
the losses at St Ivel yogurts and its French ready-made meals
unit.

                        **************


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

Troubled Company Reporter -- Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Trenton, NJ
USA, and Beard Group, Inc., Washington, DC USA. Kimberly MacAdam,
Larri-Nil Veloso, Maria Lourdes Reyes and Jean Claire Dy,
Editors.

Copyright 2002.  All rights reserved.  ISSN 1529-2754.

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

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

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


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