/raid1/www/Hosts/bankrupt/TCREUR_Public/030228.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, February 28, 2003, Vol. 4, No. 42


                              Headlines

* C Z E C H   R E P U B L I C *

UNION BANKA: Three Creditors File for Institution's Bankruptcy

* F I N L A N D *

BENEFON OYJ: Presents Information on Lead Investor in Funding
BENEFON OYJ: Announces EUR12 to EUR20 Million Funding Package

* F R A N C E *

SUEZ SA: Reassures Investors Worried About Profit Rumors

* G E R M A N Y *

BAYER AG: Defends Itself Against Issues Relating to LipoBay
DEAG ENTERTAINMENT: Plans to Sell Plot to Trim Down Borrowings
DRESDNER BANK: To Close Milan Back Office, Suspend Trading
GERLING-KONZERN: Regulator Blocks Reinsurance Subsidiary Deal
METRO AG: Fitch Assigns Senior Unsecured 'BBB/F3' Ratings

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

KONINKLIJKE AHOLD: SEC Opens Inquiry Into Accounting Problems
KONINKLIJKE AHOLD: Securities Commission Halts Trading

* N O R W A Y *

PAN FISH: Pre-Tax Loss of NOK2.65 Billion Well Beyond Forecasts

* P O L A N D *

BRE BANK: Advises on Change of Annual Report Publication Date
ELEKTRIM SA: Discloses Parties With Decreased Capital Involvement
PHS STEEL: Three Bidders May Check Company's Accounts - Poland

* R U S S I A *

METROMEDIA INTERNATIONAL: Announces Election of Chairman, CEO
TRANSCREDITBANK: Standard & Poor's Revises Outlook to Stable

* S L O V A K   R E P U B L I C *

SLEVARNA ZETOR: Short of Money to Pay Employees' Salaries

* S P A I N *

JAZZTEL PLC: Net Losses Narrows to EUR148.9 Million in 2002
SOL MELIA: Fitch Places 'BBB'/'F3' Rating on Watch Negative
TERRA LYCOS: Writes Down 1.4 Billion Euros in Assets

* U N I T E D   K I N G D O M *

AMEY PLC: Presents Circular on New Banking Facility
BUZZ: Restructuring to Eliminate Annual Losses of EUR30 MM
CABLE & WIRELESS: Class Law Joins U.S. Class Action Suit
COLT TELECOM: Announces Results for Three Months and 2002
CORUS GROUP: Market Demand for Liquidation Pressures Shares
HOLMES PLACE: Warns of Delay in New Banking Arrangements
INVENSYS PLC: Plans to Undertake Further Asset Disposals
MIDLAND AND SCOTTISH: Devonshire Holdings Recommends Cash Offer
PIZZAEXPRESS PLC: Luke Johnson to Present EUR266 Million Offer
ROYAL & SUNALLIANCE: Fitch Maintains Rating Watch Evolving
ROYAL & SUNALLIANCE: RMBS With R&SA Mortgage Insurance Affirmed
SPORTS CONNECTION: Unloads Remaining Stores to Original Shoe


===========================
C Z E C H   R E P U B L I C
============================


UNION BANKA: Three Creditors File for Institution's Bankruptcy
--------------------------------------------------------------
Information provided by the Regional Court in Ostrava, North
Moravia indicate that three creditors have filed for the
bankruptcy of Ostrava-based bank Union Banka.

The court, which is now waiting for UB's reaction, would not
decide about a possible bankruptcy before the end of March.

The three companies include Inner Investment based in the British
Islands, which claims US$150,000; Ostrava-based company Osiar,
CZK650,000; and City Realitni Spravni based in Jihlava, South
Moravia, which claims CZK10,000.  City Realitni is reportedly
under liquidation.

UB faces bankruptcy at the prospect of its license being
officially revoked as early as the beginning of March. The bank
closed its doors Feb. 21 when it announced it was insolvent.

The bank's financial troubles, caused by significant numbers of
non-performing loans, have been apparent since the mid-1990s,
after which it was widely hoped that the Invesmart takeover would
help right the balance sheets.

Political leaders questioned whether the Czech National Bank
could have acted earlier to save the Ostrava-based bank.


=============
F I N L A N D
=============


BENEFON OYJ: Presents Information on Lead Investor in Funding
-------------------------------------------------------------
The biggest investor in Benefon's funding package reported
yesterday, NRJ International LLC, is a US-based private holding
company with global assets including interests in the mobile
telematics industry. Beyond NRJI, the consortium is also
comprised of several entities including Airo Wireless Media,
Inc., one of Benefon's largest current shareholders and North
American Trade Partner located in Atlanta, and Internav
International, LLC, a global telematics and tracking solutions
provider with subsidiaries in the United Kingdom, Australia, the
Czech Republic and Poland. The NRJI-lead consortium is multi-
disciplined in finance, marketing, distribution, and telematics
application development, which will substantially strengthen
Benefon's position as a leading global enterprise in mobile
telematics.

The complete joint press release is available at www.benefon.com

For additional information please contact Mr. Jukka Nieminen
President at +358-2-77 400.

BENEFON OYJ

Jorma Nieminen
Chairman


BENEFON OYJ: Announces EUR12 to EUR20 Million Funding Package
------------------------------------------------------------
An investment consortium lead by NRJ International LLC has agreed
to terms of a funding package of 12 to 20 M euros to be placed
with Benefon Oyj of Salo, Finland. NRJI is a US based private
holding company with global assets including interests in the
mobile telematics industry. Beyond NRJI, the consortium is also
comprised of several entities including Airo Wireless Media,
Inc., one of Benefon's largest current shareholders and North
American Trade Partner located in Atlanta, and Internav
International, LLC, a global telematics and tracking solutions
provider with subsidiaries in the United Kingdom, Australia, the
Czech Republic and Poland.

The NRJI-lead consortium is multi-disciplined in finance,
marketing, distribution, and telematics application development.
To expand the global presence and service offering of Benefon,
the consortium brings a unique package of both financial and
human resources. The financial package includes a direct equity
issue, long term debt instrument and option package.

"The investment group brings to Benefon significant resources to
position the company as the clear global leader in mobile
telematics solutions." said Jukka Nieminen, Benefon's President.

"The objective of the investment by the consortium is to maximize
shareholder value by drastically improving the quality of the
earnings of the Company. The new funding will allow management to
increase Benefon's role as a provider of wireless services and
solutions, to complement its traditional hardware-based core
strengths," said Peter Chlubek, NRJ International President and
Chairman of Internav.

Graham Thomas, Group Managing Director of Internav, speaking in
Brisbane observed, "The planned consolidation around Benefon, in
the coming months, of strong retail sales channels and security
technologies, for which this investment is the trigger, will
create a strong company, ever responsive to it's customers with
truly global services and high-quality earnings. The new business
model of the enhanced Benefon is a win-win union of the interests
of customers and investors".

"As a Benefon partner, we anticipate introducing the expanded
Benefon product line, as a complete service solution in the
American markets, and adding to the number of clients in the
personal safety, professional security, fleet and mobile asset
management vertical markets," says Thomas Ventulett, Airo
Wireless Media President and CEO.

"This is not about technology seeking an application" concluded
Peter Chlubek. "Everyone understands about feeling safe and
secure, particularly in today's world. This is an application,
which has found a solid technology able to address a real need.
This consortium investment and our team will transform the way
people think about safety and security."

About NRJ International, LLC

NRJ International, LLC is a private investment company with
global interests ranging from precious metals, commercial
property through telecommunications to safety and security
services. Its shareholding in the Internav group is the key
catalyst behind the integration of Internav Network services into
Benefon.

About Airo Wireless Media

Airo provides wireless solutions to carriers and its clients
throughout the Americas and Europe. Airo's services include
custom wireless solutions, messaging, and wireless Internet
applications. Airo was formed in 1997 as a consulting firm and
began offering wireless data and location based solutions in
1999. Airo is headquartered in Atlanta, GA with European sales
and support based in Ringwood, England. Please visit Airo's
website at www.airowirelessmedia.com.

About Internav International, LLC - "GPS Tracking you can trust"

Established in 1994, INTERNAVr have specialised in providing
complete tracking solutions to organizations worldwide. Internavr
has been at the forefront of this technology, with Internavr
systems being used by NATO, US Government agencies, various
United Nations agencies and corporations of all sizes.
Applications include KFOR use in Kosovo, US humanitarian de-
mining operations in Cambodia and Laos and commercial projects
throughout Europe, Africa and Australia. The pedigree is
impressive and the product has been well-proven. The INTERNAVr
web-based system brings the benefit of GPS within the reach of
the smallest business or individual, and can be set up in moments
via a web-enabled computer. Internav Network centers are based in
Northampton, England and in Perth, Western Australia. Please see
www.internavtracking.com.

About Benefon

Benefon is the leader in GSM/GPS handset based mobile telematics
instruments. Headquartered in Salo, Finland, Benefon has designed
and manufactured wireless terminals for GSM and NMT systems since
1988. Please visit Benefon's website at http://ww.benefon.com

The names of actual companies and products mentioned herein may
be the trademarks of their respective owners.


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


SUEZ SA: Reassures Investors Worried About Profit Rumors
--------------------------------------------------------
Suez SA reassured investors about its earnings guidance issued in
January as shares plunged on rumors that its 2002 results will be
much worse than expected.

The company says its 2002 results to be published on March 6 are
"perfectly in line" with estimates published on Jan 9, as
investors worry about the implication of rumors that Chairman
Gerard Mestrallet will be fired.

On Wednesday, Suez shares, which were temporarily suspended from
trading, were last down 0.26, or 2.0%, at EUR12.80, but up from
its intraday low of EUR10.97.

The France-based multi-utility company plans to ask for an
investigation on the sharp movement in the price of its stock
from the bourse watchdog, according to AFX.

In January, the company warned of full-year net loss reaching
EUR900 million for 2002 due mainly to a EUR800 million provision
for falling values of stock market holdings.  The predicted loss
contrasts a net profit of EUR2.1 billion a year earlier.

It also said it hopes to 'maintain' core earnings levels in 2002
from 2001.  It plans to maintain dividend of EUR0.71 million, and
take a EUR250 million restructuring charge and a EUR600 million
charge for depreciation of non-listed assets.

CONTACT:  SUEZ SA
          Home Page: http://www.suez.com
          Financial analysts,
          Frederic Michelland
          Phone: +331-40-06-66-35

          in Belgium:
          Guy Dellicour
          Phone: +322-507-02-77


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


BAYER AG: Defends Itself Against Issues Relating to LipoBay
-----------------------------------------------------------
Against the background of pending litigation in the United
States, Bayer has for some time not been in a position to comment
directly on the facts relating to the cholesterol-lowering drug
Baycol/Lipobay. Bayer now would like to comment as follows:

Bayer continues to believe firmly that the company acted
responsibly, promptly and appropriately in the management of
Baycol.

Without concession of liability, in the context of the lawsuits
concerning Baycol the company has to date entered settlement
agreements with around 450 individuals who experienced serious
side effects; this figure includes several fatalities. A total of
approximately USD 125 million has been paid.

Bayer is currently negotiating settlement agreements in a further
500 cases. At the same time, Bayer is continuing to defend itself
vigorously in all cases in which there is no connection between
Baycol and the health problems, which are the subject of the
claims or where a fair settlement cannot be reached.

To date there are approximately 7,800 lawsuits. As permitted in
the United States legal system there is no mechanism to screen
cases before they are filed. A single law firm has filed 4,300
virtually identical complaints and providing no medical detail.
Where medical records have been made available it appears that
only a small percentage of people who have filed lawsuits
suffered a side effect from Baycol and that the vast majority of
people who did experience a side effect made a complete recovery.

Recent media coverage may have created the impression that the
company was aware of possible dangers with Baycol long before it
voluntarily withdrew the cholesterol-lowering drug from the
market. This is not the case. Baycol was a well-researched and
thoroughly tested drug. It was prescribed for over six million
patients worldwide - over 700,000 of them in the USA. The
overwhelming majority of these individuals took it safely and
effectively, with no serious side effects.

Bayer continuously monitored ongoing Baycol data post-launch to
ensure that the drug was being used safely and correctly, and in
accordance with labeling recommendations. The company kept the
FDA fully informed about all pertinent safety information,
including adverse event reports.

When Bayer became aware of an increased rate of reports of
rhabdomyolysis in patients taking Baycol, particularly in co-
prescription with gemfibrozil, it took appropriate action. The
company strengthened the labeling and undertook comprehensive
scientific studies to analyze the problem and took a series of
increasingly strong steps to educate healthcare professionals.
When Bayer concluded that, despite these aggressive communication
efforts, the drug continued to be prescribed in ways that
increased safety concerns, the company withdrew the product
voluntarily.

Plaintiffs' lawyers may have made selected documents available to
the media; the content of these documents has been taken out of
context and has created a false impression. Bayer will show the
courts the full context of many of the partial documents
referenced in the media.

For example, an e-mail allegedly from senior Group management at
Bayer AG allegedly called for sales to be maximized. However,
this wording does not originate from a management communication;
it appeared in a proposal authored by an assistant for a
marketing presentation intended for an audience of marketing
employees in the USA.


DEAG ENTERTAINMENT: Plans to Sell Plot to Trim Down Borrowings
--------------------------------------------------------------
Struggling German musical events organizer, DEAG Deutsche
Entertainment AG, might resort to selling a plot in Frankfurt to
reduce debts to below EUR10 million.

Problems at its loss-making subsidiary Stella caused the company
to post net losses of between EUR6 million and EUR7 million last
year.  Operating losses totaled roughly EUR4 million.

Undeterred by last year's performance, the company expects to
return to profitability this year at a net return of 3%, and net
income of between EUR3 million and EUR4 million on turnover of
approximately EUR120 million.

Previous issues of TCR-EU report that Deag had implemented
restructuring and cost reduction measures, with a view to
concentrate on its core business of organizing national and
international concerts and tours and exclusive management of
venues and variety theatres.

CONTACT:  DEAG DEUTSCHE ENTERTAINMENT AG
          Kurfrstendamm 63, 10707 Berlin
          Phone: +49 (0)30 810 75 0
          Fax : +49 (0)30 810 75 519
          E-mail: info@deag.de
          Contact: Adrienne Gehre, Investor Relations
          E-mail: : a.gehre@deag.de


DRESDNER BANK: To Close Milan Back Office, Suspend Trading
----------------------------------------------------------
Dresdner Bank's restructuring plan will involve the closure of
its Milan back office and the suspension of the trading
operations of its brokerage arm, Dow Jones reports citing a
person familiar with the situation.

The source said the bank has already informed its employees of
the move that comes in the wake of financial market weakness and
tepid economic outlook that left German banks in their most
vulnerable states in years.

The Milan office will continue with equity and fixed-income sales
operations as the company moves to centralize most of its
securities business, Dresdner Kleinwort Wasserstein, in London.

The loss-making bank, which currently struggles with a weak
operating environment, huge loan loss provisions and asset
writedowns, plans to reduce the number of corporate banking
outlets to 70 from the current 130, and trim down the number of
managers to 80 from the current 220.

Last month, Moody's Investors Service downgraded Dresdner Bank's
financial strength ratings to C, to reflect the bank's marginally
higher vulnerability to a potential further deterioration of
asset quality in its financial fundamentals.

CONTACT:  DRESDNER BANK AG
          Jurgen-Ponto-Platz 1
          D-60301 Frankfurt/Main, Germany
          Phone: +49-(0) 69/2 63-0
          Fax numbers: General enquiries
                       +49-(0) 69/2 63-48 31
                       +49-(0) 69/2 63-40 04


GERLING-KONZERN: Regulator Blocks Reinsurance Subsidiary Deal
-------------------------------------------------------------
German financial sector watchdog BaFin has blocked the sale of
Gerling-Konzern's loss-making reinsurance subsidiary Gerling
Global Re  to the Lago Achte group of investors.

Gerling confirmed that the planned sale has failed to win the
necessary approval by BaFin, making the agreement with Achim
Kann, controller of Lago Achte, regarding the transfer of GGR
invalid.

Failure of the deal announced in late November would deter the
company's struggle to survive a capital crisis.  Specifically, it
is expected to hinder Gerling in its efforts to meet statutory
requirements regarding equity capital, and unload its main areas
of activity.

Gerling, 34.5% owned by Germany's Deutsche Bank, said it would
appeal against the decision, which is expected to be made
official soon.

Speculations arise that the insurer may also seek to strike a
fresh deal with Achim Kann, or, alternatively, an agreement with
US investor Christopher Flowers head of Bermuda-based company
Castlewood, which specializes in reinsurance companies being
wound down.

Gerling Globale Rueck revealed EUR583 million in losses in 2001
as a result of the September 11 terrorist attacks in the U.S.

CONTACT:  GERLING VERSICHERUNGS-BETEILIGUNGS-AG
          Gereonshof
          50670 Cologne, Germany
          Phone: +49-221-144-1
          Fax: +49-221-144-3319
          Homepage: http://www.gerling.com
          Contacts: Heinrich Focke, Chief Executive Officer
                    Immo Querner, Chief Financial Officer


METRO AG: Fitch Assigns Senior Unsecured 'BBB/F3' Ratings
---------------------------------------------------------
Fitch Ratings, the international rating agency, has assigned
Senior Unsecured and Short-term debt ratings of 'BBB' and 'F3'
respectively to Metro AG, the German-based international multi-
channel retailer. The Rating Outlook is Stable.

The ratings highlight the diverse nature and geographic reach of
the group's retail operations, and their current financial
performance. Of Metro's five businesses, only the Cash&Carry and
Consumer Electronics divisions have performed satisfactorily. The
hypermarket and supermarket division (operating under the
respective brands of Real and Extra), DIY (Praktiker), and
department store operations (Kaufhof) continue to disappoint.

The Germany economy remains fragile. Both official government
data and other economic agencies point towards a continuation of
limited economic growth and negative consumer sentiment. It is of
little surprise that Metro's poorest financially performing
divisions are those that rely heavily on the domestic German
economy. Domestic operations still accounted for 56% of total
sales in FY01 (58% in FY00) and 55% of operating profits (61%).
Metro has recognised that the group's profit growth will only be
generated by international operations in the short to medium-
term. It continues to devote capital expenditure to operations in
over 20 international markets whilst evaluating entry into
others, such as India.

Fitch questions whether the conglomerate structure brings
material benefits to the group. As a EUR52 billion turnover
business, purchasing power benefits will undoubtedly exist.
However, given the diverse nature of the group, the supplier base
is mutually exclusive between certain operations and thus any
benefits may be somewhat diluted. Furthermore, the logistics of
supplying fresh food produce to an Extra supermarket differ
markedly from delivering paint to a Praktiker DIY store. Lack of
business focus is the most common criticism levelled at
conglomerates. In Metro's case this is perhaps less true now, as
evidenced by the devotion of capex to the strongly-performing
businesses, yet statements attributed to the head of the Consumer
Electronics business concerning a desire for a public listing of
this division cited a need for greater focus.

Metro's financial performance last year was largely
disappointing. A modest first half was somewhat counterbalanced
by a third quarter that was above market expectations. The group
suffers from considerable seasonality in its profitability, which
is heavily weighted towards the fourth quarter. In FY01, Q4
accounted for 67% of EBIT. Such over-dependence, though likely to
include one-off factors, is encompassed in this credit rating.

Metro maintains significant off-balance sheet operating
(property) lease obligations. Using Fitch's lease-adjusted
ratios, the group's leverage is stretched for the rating category
at 4.1x (FYE00: 4.2x). Similarly, adjusted interest cover for the
group as measured by EBITDAR/Interest + Rent at 2.0x (FY00: 2.2x)
is rather weak. Although Fitch expects cost efficiencies and
working capital management improvements to benefit cashflow at
FYE02, management has stated that capital expenditure will
increase to EUR1.4 billion (FY01 c.EUR1.3 billion). This, allied
to both weak German performance and poor cashflow contribution
from developing markets, will result in little improvement in
financial ratios over the short-term.

This rating has been initiated by Fitch in response to investor
enquiries.


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


KONINKLIJKE AHOLD: SEC Opens Inquiry Into Accounting Problems
--------------------------------------------------------------
The US Securities and Exchange Commission has opened an
investigation which focuses on whether fraud was involved in the
improper accounting at Ahold's US Foodservice unit, according to
the Wall Street Journal.

Royal Ahold NV spokeswoman Annemiek Louwers confirmed the
inquiry, but was unable to comment on the nature of the
investigation or on the Wall Stree Journal report.

The article, which cited a person knowledgeable of the probe,
said the SEC would investigate the manner in which the US
Foodservice subsidiary booked supplier rebates, as well as take a
broader look at the parent company, including acquisition
accounting.

The Commission is in the process of requesting documents from the
company and work papers from Ahold's auditor, Deloitte & Touche,
which denied any responsibility in the company's accounting
problems.

The US Attorney's Office in Manhattan has also opened an
investigation into Ahold.


KONINKLIJKE AHOLD: Misled Investors, Wechsler Harwood Alleges
-------------------------------------------------------------
On February 26, 2003, the law firm of Wechsler Harwood LLP filed
a class action suit against Royal Ahold, NV (Ahold or the
Company) (NYSE:AHO) and certain of its officers, in the United
States District Court for the Eastern District of Virginia on
behalf of all persons or entities who purchased Ahold American
Depository Receipts from January 8, 2002 through February 21,
2003 (Class Period). Also included in the Class are those U.S.
citizens who purchased Ahold common stock on foreign exchanges
during the Class Period.

The complaint alleges that defendants violated Sections 10(b) and
20(a) of the Securities Exchange Act of 1934 and Rule 10b-5
promulgated thereunder by the Securities and Exchange Commission
by materially overstating Ahold's income in violation of
Generally Accepted Accounting Principles.

On February 24, 2003, Ahold stunned the market when it disclosed
that operating earnings for fiscal year 2001 and expected
operating earnings for fiscal year 2002 were overstated by an
amount that the company believes may exceed $500 million. The
overstatements of income discovered to date will require the
restatement of Ahold's financial statements for fiscal year 2001
and the first three quarters of fiscal year 2002. As disclosed by
the Company, and as alleged in the Complaint, during the 2002
fiscal year-end audit for Ahold's U.S. Foodservice subsidiary,
significant accounting irregularities were discovered in the
recognition of income, including prepayment amounts related to
U.S. Foodservice's promotional allowance programs. In light of
the disclosure, Ahold President and Chief Executive Officer, Cees
van der Hoeven, and Chief Financial Officer, Michael Meurs, will
resign.

In response to the disclosure of Ahold's true financial
condition, its ADRs plummeted from a close of $10.69 on February
21, 2003 to as low as $3.60 per ADR when trading resumed Monday,
February 24, 2003. The decline represents a one-day loss of over
65%.

If you purchased Ahold securities during the period from January
8, 2002 through February 21, 2003, inclusive, you may, no later
than April 28, 2003, move to be appointed as a Lead Plaintiff. A
Lead Plaintiff is a representative party that acts on behalf of
other class members in directing the litigation.

The Private Securities Litigation Reform Act of 1995 directs
courts to assume that the class member(s) with the "largest
financial interest" in the outcome of the case will best serve
the class in this capacity. Courts have discretion in determining
which class member(s) have the "largest financial interest," and
have appointed Lead Plaintiffs with substantial losses in both
absolute terms and as a percentage of their net worth. If you
have sustained substantial losses in Ahold securities during the
Class Period, please contact Wechsler Harwood LLP at
http://www.whesq.comfor a more thorough explanation of the Lead
Plaintiff selection process.

Wechsler Harwood has taken a leading role in many important
actions on behalf of defrauded shareholders. The Wechsler Harwood
website (www.whesq.com) has more information about the firm. If
you wish to discuss this action with us, or have any questions
concerning this notice or your rights and interests with regard
to the case, please contact the following:

Wechsler Harwood LLP
488 Madison Avenue, 8th Floor
New York, New York 10022
Toll Free Telephone: (877) 935-7400 x-283

CONTACT:  WECHSLER HARWOOD LLP
          Ramon Pinon, Shareholder Relations Department
          Phone: (877) 935-7400
          E-mail: rpinon@whesq.com


KONINKLIJKE AHOLD: Securities Commission Halts Trading
------------------------------------------------------
The Securities Commission has ordered Prague Stock Exchange and
RM-System to suspend trading bonds of Ahold, according to Prague
Business Journal.

Ahold advised recently that net earnings and earnings per share
under Dutch GAAP and U.S. GAAP will be significantly lower than
previously indicated for the year ended December 29, 2002 due to
overstatements of income related to promotional allowance
programs at U.S. Foodservice, which are still being investigated.

In a statement, the company says "the that operating earnings for
fiscal year 2001 and expected operating earnings for fiscal year
2002 have been overstated by an amount that the company believes
may exceed US $500 million.

Shares in the company fell dramatically by 63% at the Amsterdam
Stock Exchange.

CONTACT:  ROYAL AHOLD
          Albert Heijnweg 1
          1507 EH Zaandam, The Netherlands
          Phone: +31-75-659-9111
          Fax: +31-75-659-8350
          Home Page: http://www.ahold
          Contact: Hendrikus de Ruiter, Chairman


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


PAN FISH: Pre-Tax Loss of NOK2.65 Billion Well Beyond Forecasts
---------------------------------------------------------------
Seafood producer Pan Fish defied the most pessimistic forecasts
of analysts by reporting pre-tax loss of NOK2.65 billion (USD378
million) instead of an expected annual loss of around NOK 1
billion.

Once one of Norway's hottest seafood producers, Pan Fish suffers
from low prices for salmon and a strong Norwegian currency.

The company was saved from total collapse last year by a
refinancing agreement that allowed it to continue operations with
its banks effectively in charge.

Though the loss exceeded analysts' worst expectation, it
indicated, on the other hand, that Pan Fish and its bankers have
taken dramatic steps to rid the company of trouble, according to
Aftenposten.

According to the report, analysts also have been concerned about
Pan Fish's affect on the loan portfolios of local banks,
particularly Den norske Bank.

DnB and Nordea, which together own 65% of Pan Fish, have been
trying to raise fresh capital for Pan Fish, but prospective stock
issues have been unsuccessful.

CONTACT: PAN FISH ASA
         Grimmergt. 5
         N-6002 ALESUND
         Norway
         Home Page: http://www.panfish.com
         Phone: +47 70 11 61 00
         Fax: +47 70 11 61 61
         E-mail: post@panfish.no


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


BRE BANK: Advises on Change of Annual Report Publication Date
-------------------------------------------------------------
The Board of Management of BRE Bank SA informs that the timing of
the publication of BRE Bank's Annual Report for 2002 has been
changed.

Annual Report for 2002 will be published on February 28, 2003,
not on March 31, 2003 as previously announced by BRE Bank SA in
its current reports no. RB/11/02 dated January 29, 2003 and no.
RB/11/03 dated on January 31, 2003


BRE BANK: Announces Intention to Terminate Reserves
---------------------------------------------------
Further to the Current Report dated February 7, 2003 the
Management Board of BRE Bank SA informs that, the Bank has no
credit involvement to private entities secured with Elektrim
shares (registered pledge on Elektrim's shares).

As a result BRE Bank SA is intending to terminate the reserves
created for this purpose until the end of February 2003. The said
termination will have positive relation to financial result for
Q1 2003.

                    *****

In the first half of 2002, the bank registered net losses as a
result of declining revenues, significant write-downs of equity
stakes, increased provisions against irregular loans and losses
reported by subsidiaries.

Fitch rates the bank's Individual rating at 'D'.


ELEKTRIM SA: Discloses Parties With Decreased Capital Involvement
-----------------------------------------------------------------
The Management Board of Elektrim SA announces that on February
26, 2003 it was informed by Mr Zbigniew Jakubas that on 20
February 2003, as a result of settling a sale transaction by Mr.
Z. Jakubas (current report no 13/03 of February 21, 2003), the
following companies have decreased their involvement in the share
capital of Elektrim SA: Multico Sp. z o.o. together with its
subsidiary Multico-Press Sp. z o.o. and controlling entity
Zbigniew Jakubas.

At present, the above mentioned entities hold a total of
6,372,071 shares representing 7,606 % of the number of votes at a
general meeting of Elektrim SA, of which,

Zbigniew Jakubas - 609,471 shares
Multico Sp. z o.o. - 2,869,580 shares
Multico-Press Sp. z o.o. - 2,893,020 shares


PHS STEEL: Three Bidders May Check Company's Accounts - Poland
--------------------------------------------------------------
Arcelor, LNM Group and U.S. Steel, the three bidders to top steel
group Polskie Huty Stali S.A. (PHS), have been given the go
signal by Poland to look into the ailing concern's finances and
prepare their final bids at around mid-April.

A statement by the ministry posted on its web site said: "The
Treasury Minister agreed to give each of the contenders two-week
periods, starting February 24, to check the company's accounts."

It is known that the three were the only investors to have
responded to Poland's invitations to participate in the long
delayed privatization of the group.

It is believed that costly modernization plan and the tough talks
with the company's workforce had dampened interest from global
investors.

Analysts expect British-based LNM Group and US Steel, both known
for their record for revamping communist-era mills and a strong
regional presence, as the candidates in the final face off.

LNM bought operations in Romania in 2001 and completed a deal to
buy Nova Hut in Czech Republic early this year.  The purchase of
loss-making PHS would allow it to double its regional capacity
from eight million tons.

U.S. Steel is the largest domestic steel firm in the United
States.  It already owns profitable operations in Kosice,
Slovakia, which focus on high-quality flat products for the
automotive and household appliance industries.

Arcelor, which is the world's largest steel maker following the
merger of France's Usinor, Spain's Aceralia and Luxembourg's
Arbed, earlier said it placed a bid for a minority stake in PHS,
whose full name is Polskie Huty Stali.

Sale of the PHS means an investor would take on PLN1.6 billion
(US$411 million) of debt owed to state-owned energy suppliers and
railways. The debt, likely to be acquired at a discount, would be
swapped for equity in the group. The government, then, expects
the successful bidder to pump as much as US$150 million into the
company through a share capital increase to provide funds for its
technology upgrade.

PHS Steel, which produces 70% of the country's steel output,
nearly succumbed to bankruptcy in the past years on the weight of
heavy debts.

CONTACT:  POLSKIE HUTY STALI S.A.
          Poland
          Phone: +48 32 731 5549
          Fax: +48 32 731 5557
          E-mail: awasik@phssa.pl
          Homepage: http://www.phssa.pl


===========
R U S S I A
===========


METROMEDIA INTERNATIONAL: Announces Election of Chairman, CEO
-------------------------------------------------------------
Metromedia International Group, Inc., the owner of various
interests in communications and media businesses in Eastern
Europe, the Commonwealth of Independent States and other emerging
markets, announced that Mark S. Hauf has been appointed Chairman
of the Board of Directors, Chief Executive Officer and President
of the Company. Mr. Hauf will replace Carl Brazell in such
positions. Mr. Brazell will continue as a director of the
Company. Mr. Hauf will also serve as the Chief Executive Officer
of Metromedia International Telecommunications, Inc.

Mr. Hauf has occupied several positions with affiliates of the
Company since 1996. As the Chief Operating Officer of MITI since
February 2002, he oversaw the Company's communications and media
businesses in Eastern Europe and the Commonwealth of Independent
States. Prior to that, he served as president of Metromedia China
Corporation, where he managed the Company's business interests in
the People's Republic of China, including wireless and wireline
telephony and information technology service ventures. His career
began with Wisconsin Bell in 1968, and after the breakup of the
Bell companies he joined Ameritech, a regional Bell company. At
Wisconsin Bell and Ameritech, Mr. Hauf held various senior level
operating, IT and marketing positions.

After leaving Ameritech in 1992 and prior to joining Metromedia
China in 1996, Mr. Hauf launched a start-up venture in cable
television and information services marketing and consulted on
several other telecommunications start-ups. Mr. Hauf holds
Bachelor of Science and Master of Business Administration degrees
from the University of Wisconsin.

The Company also announced that Matthew Mosner will no longer
serve as Senior Vice President, General Counsel and Secretary of
the Company. A replacement has not yet been named.

CONTACT:  METROMEDIA INTERNATIONAL
          505 Park Avenue
          21st Floor, New York
          New York
          Phone: (212) 527-3800


TRANSCREDITBANK: Standard & Poor's Revises Outlook to Stable
------------------------------------------------------------
Standard & Poor's Ratings Services said that it had revised its
outlook on Russia-based TransCreditBank (TCB) to stable from
positive, reflecting uncertainties regarding the impact of TCB's
planned privatization on its railway sector business. At the same
time, the 'CCC' long-term and 'C' short-term counterparty credit
ratings were affirmed.

As part of the obligatory privatization of a number of state-
owned banks in Russia, 75% of TCB's shares (originally controlled
by the ministry of railway transport of the Russian Federation)
were transferred to the ministry of state property in early
February 2003. These shares are expected to be sold within the
next two years. In addition, a planned capital increase in TCB
has been cancelled.

"Although the ministry of railway transport is likely to manage
TCB during the transitional period, the privatization process is
nevertheless complicated and lengthy, and its outcome is
uncertain," said Standard & Poor's credit analyst Ekaterina
Trofimova.

The ratings on TCB reflect the high risk inherent in its
operating environment, as well as the bank's significant sectoral
concentrations in credit and funding. Positive rating factors
include the bank's close relationship with its former indirect
majority owner, the Russian ministry of railway transport, and
satisfactory capital. TCB operates as the main settlement bank
for Russian rail companies.

"The future direction of the ratings will depend primarily on the
results of the bank's privatization, the development of the
Russian railway sector, and the potential improvement in the
economic and sectorial operating environment for Russian banks,
as well as on TCB's ability to generate sufficient revenues from
its expanded banking network," added Ms. Trofimova. If the
ongoing railway sector reform is successful, and the operating
environment continues to improve for banks in Russia, the ratings
on TCB could be raised.


=============================
S L O V A K   R E P U B L I C
=============================


SLEVARNA ZETOR: Short of Money to Pay Employees' Salaries
---------------------------------------------------------
Tractor maker Zetor's foundry, which employs 480 people, was
short of cash to pay its staff their January wages, and has still
to borrow SKK 6.5 million (US$22,400) from its parent company to
cover the salaries.  The fully owned subsidiary, Slevarna Zetor,
already has debts of SKK100 million from Zetor.

The delay on the payment of wages, which Brno-based Zetor and
Bratislava-based HTC Holding denied responsibility for, was due
to the failure of another Zetor subsidiary, Revitalizacni
traktor, to pay an expected advance, according to The Prague
Post.

According to a statement sent by HTC to The Prague Post, it is
only Zetor that keeps the foundry afloat.

The sell-off to HTC Holding of Zetor last year had already led to
the foundry cutting its expenses by 30%, according to Zdenek
Mitisek, head of the foundry's union.

The saving, actually, had resulted to the lack of proper heating
and cuts in the supply of personal protective equipment,
according to Mr. Mitisek.

HTC Holding acquired Zetor for SKK310 million in July last year.
Since the end of 1998, the company had suffered under declining
demand and inefficient management.  It narrowly escaped
bankruptcy in April 2001 after creditors approved a settlement.

HTC is still paying for the company in three installments.  Its
final payment will be in June 30.


=========
S P A I N
=========


JAZZTEL PLC: Net Losses Narrows to EUR148.9 Million in 2002
-----------------------------------------------------------
- The successful recapitalization in 2002 has created a virtually
debt free Jazztel with a fully funded business plan.

- Strong margin improvement demonstrated in Q4 including positive
EBITDA for Portuguese operations

Jazztel p.l.c., the pan-Iberian provider of broadband
communication services, today announced results for 2002.
Amounts are presented in Euros and in accordance with US GAAP.


Massimo Prelz, Chairman of Jazztel plc commented: ""2002 was a
difficult year for us given the disruption caused by the
financial and operational restructuring of the Company. In spite
of the inevitable impact this process had on our operating
performance, we managed to maintain sales and even more
importantly we were able to improve operating margins
significantly.

Our short-term goal is a rapid move to EBITDA break-even quickly.
In this context, we are happy to report that our Portuguese
operation has already achieved this milestone the Spanish
business expects to do so in the next two quarters. We are
optimistic about the Company's prospects in 2003 which we start
with a virtually debt free Company, a streamlined cost structure
and a highly motivated management team. The Company will focus on
achieving profitable and continued growth, building on a strong
customer base, a secure financial position and a fully funded
business plan.""

Highlights of the fourth Quarter 2002

Financial

* Fourth quarter revenues amounted to Euro 57,7 million compared
to Euro 52,2 million in the previous quarter, representing a
10,5% increase.

Compared to the fourth quarter of 2001, revenues increased by
3,6% from Euro 55,7 million.

* Direct access revenues amounted to Euro 14,6 million, an
increase of 6,6% from Euro 13.7 million in the previous quarter.
Compared with same period in 2001, direct access revenues
decreased 2,7% from Euro 15,0 million due to the slowdown in
service installations works from Euro 5.6 million in the fourth
quarter 2001 to Euro 4.0 million in the fourth quarter of 2002.

* Indirect access revenues increased to Euro 24,1 million, or by
15,9%, from Euro 20.8 million in the third quarter of 2002.
Compared to the fourth quarter of 2001, indirect access revenues
increased 15,3% from Euro 20,9 million.

* Gross Margin as a percentage of revenues improved by 4.2
percentage points to 42,6%, up from 38.6% in the third quarter.
Compared to the fourth quarter of 2001, Gross Margin grew by 10.2
percentage points.

* SG&A (excluding one off personnel restructuring costs) improved
by 1,8% quarter on quarter. In the fourth quarter 2002 SG&A
amounted to Euro 27,3 million, down from Euro 27,8 in the
previous quarter. Compared to the same quarter of 2001, SG&A
decreased by 24,0%.

The evolution of Adjusted EBITDA showed a continued positive
trend.

Adjusted EBITDA (excluding one off personnel restructuring costs)
improved by 64,5% or Euro 4,9 million, from negative Euro 7.6
million in the third quarter of 2002 to negative Euro 2.7 million
in the fourth quarter of 2002.

As a percentage of revenues, adjusted EBITDA improved from
negative 14,6% in the third quarter of 2002 to negative 4,7% in
the fourth quarter of this year. Adjusted EBITDA improved by
70,6% from the same quarter of 2001.

* (Pending) Net losses decreased 31,9% to negative Euro 28,2
million in the fourth quarter of 2002, from negative Euro 41,4
million in the previous quarter. Compared with the same quarter
of 2001 net income improved by Euro 27,0 million.

Operational

* Total traffic on the Jazztel network amounted to 835 million
minutes in the fourth quarter of 2002, a 10,5% increase over the
previous quarter.

Total traffic decreased 7,3% compared to the same period of 2001.

* Total direct access sites contracted reached 3.330 by the end
of the fourth quarter of 2002, a 11,7% increase from the 2.980
contracted customers at the end of the previous quarter. This
represents a total of 350 new direct access sites contracted
during the fourth quarter 2002, compared with 73 in the previous
quarter.

* The number of direct access sites provisioned at December 31st,
2002 increased by 11,9% to 3.016, up from 2.695 in the previous
quarter.
* In Indirect Access, Jazztel has managed to significantly
reverse the downward trend in preselected customers. The number
of preselected lines grew from 127.145 in the third quarter of
2002 to 146.681 lines in the fourth quarter of 2002. This upward
trend is a result of the reactivation of the indirect
distribution channels and the new advertising campaigns
""weekends for free"" and ""one day for free"".

* A similar strong growth took place in xDSL services with
contracts signed for ""masDSL"" services growing from 342
customers at the end of the third quarter of 2002 to 698 at the
end of the fourth quarter of 2002, a 104,1% increase.  The number
of provisioned ""masDSL"" sites climbed from 152 in the previous
quarter to 434 sites at the end of the fourth quarter of 2002.

Portuguese Operations

* Jazztel's Portuguese operations underwent a significant turn
around during 2002. The main measures taken included a refocus
towards rapid payback Direct customers and an expansion of
Indirect Services.

Additionally, the Company concluded an aggressive cost reduction
program resulting in a greater than 50% reduction in costs.
As a result, the operations reached a positive EBITDA of Euro 0.4
million in the fourth quarter.

Highlights of year 2002

Jazztel Recapitalisation

* On November 29, Jazztel successfully closed the
Recapitalization process it initiated in April 2002, pursuant to
which Euros 668m High Yield Notes were exchanged for 457,334,951
new ordinary shares and Euros 75m of 12% convertible notes
maturing in 2012. The interest is payable at the Company's option
in cash or in kind and the bonds are initially convertible into
17.5% of the Company's fully diluted share capital after
Recapitalization.

* The 457.3m newly issued ordinary shares were subject to a four
stage lock up to be released in equal portions (each representing
25% of the total shares issued) on 2 January 2003, 31 January
2003, 3 March 2003 and 1 April 2003 . The Company reiterates that
the excess of supply caused by the large amount of newly issued
shares coming to the market each time a lock-up expires has had
and may continue to have a negative impact on the share price.

* Through the Recapitalization, by the end of 2002, Jazztel had
no major financial debt other than the Euros 75m of convertible
notes and its fully utilised bank facility. The bank debt is
comprised of a Euros 30m term loan to fund Jazztel's operations.
Additionally the Company has Euros 24.5m performance bonds
related to its LMDS license.

* Taking into account the Company's current debt and cash
position, management believes that existing financial resources
will be sufficient to fund its current business plan.

Financial

* Year-end revenues amounted to Euro 219,0 million compared to
Euro 220,3 million in 2001, representing a 0,6% decrease.

* Direct access revenues grew to Euro 54,1 million in 2002 from
Euro 47,3 million in 2001, an increase of 14,4%.

* Indirect Access Revenues were Euro 88,6 million, down 14,7%
from Euro 103,9 million in 2001.

* Internet and VAS revenues decreased by 0,2% from Euro 49,3
million in 2001 to Euro 49,2 million in 2002.

* Carrier Services revenues increased by 39,1% from Euro 19,2
million in 2001 to Euro 26,7 million in 2002.

* Year 2002 gross margin climbed to Euro 83,9 million up from
Euro 61,4 in 2001 or a 36,6% increase.  As a percentage of
revenues gross margin increased from 27,9% in 2001 to 38,3% in
2002.

* SG&A declined by 18,2% from Euro 151,9 million in 2001 to Euro
124,3 million in 2002.This reduction reflects the aggressive cost
reduction program undertaken by the Company this year. The
annualised run rate for SG&A in the fourth quarter was Euro 109,2
million, a 28% decrease from the 2001 level.

* As a result of enhanced operating margins and a streamlined
cost structure, adjusted EBITDA improved from negative Euro 82,2
million in 2001 to negative Euro 34,8 million in 2002 (excluding
one-off personnel restucturing costs of Euro 5,7 million in 2002)
which represents a decrease in EBITDA losses of 57,7%. As a
percentage of revenues, adjusted EBITDA improved from negative
37,3% in year 2001 to negative 28,1% in 2002.

EBITDA evolution is on track to reach break even at group level
as planned in Q2 2003.

* Yearly net loss decreased by 21,2% from Euro 188,9 million in
2001, to Euro 148,9 million  in 2002.

Operational

* Total traffic on the Jazztel network rose to 3.337 million
minutes in 2002, a 3,2% increase over 2001.

* Total signed contracts for direct access reached 3.330 by the
end of
2002, a 34,2%% increase compared with the 2.481 contracts signed
in 2001.

* During 2002, 1.061 new sites were connected to Jazztel's
network, increasing the number of sites in service to 3.016, a
growth of 54,3% from 2001.

* Operational rings increased to 74, up from 73  in 2001.
Operational rings are deployed in Spain and Portugal including
Madrid, Barcelona, Bilbao, Valencia, Sevilla, Zaragoza, Malaga,
Albacete, Vigo, Lisbon and
Porto.

* At year end, Jazztel had 33 Central Offices operational which
served a total of 434 active xDSL customers.

Cash Position

* Jazztel's total cash position at December 31st, was Euro 86.0
million.

This includes a total of Euro 19.3 million in the form of a cash
deposit pledged to the Government in respect of the commitments
for its license obligations regarding Banda 26 and a Euro 11.2
million cash counter guarantee in favor of the Ministry of
Finance (Agencia Tributaria), regarding the claim against the
2001 spectrum fee for the LMDS license, which is currently being
challenged in the Spanish courts. In addition, Jazztel has a
senior credit facility available for its Spanish subsidiary, Jazz
Telecom S.A.  As previously announced, Jazztel has signed an
amended bank facility agreement allowed Jazztel Plc to close the
restructuring of its high yield debt and Jazz Telecom S.A. to
borrow up to Euro 30 million, subject to continued compliance
with the terms of the facility.  Jazztel had fully drawn down the
Euro 30 million of the credit tranche by the 31st of December. As
part of the renegotiated bank deal, Jazztel agreed that the
amended syndicated facility will be secured with encumbrances
over various assets, amongst others, the receivables owed to Jazz
Telecom S.A. by its clients. At December 31st, 2002 the Company
had Euro 22 million in a pledged cash account in accordance with
the Senior Credit Facility.

* Excluding the restricted funds mentioned above Jazztel and
counting on the Euro 22 million of the pledged account, Jazztel
had Euro 55.5 million of cash at December 31st, 2002 which
management expects will be sufficient to fully fund operations
under the new business plan of the Company.

Revised Guidance for 2003

After a difficult year devoted mainly to the financial
restucturing, management is focused on customers and profitable
growth. Guidance for
2003 is as follows:

                                2002          2003     %
increase/(decrease)

Revenues (mm Euros)             219.0     225 - 255    3% - 16%
Gross Margin as % of  revenues   38%      >40%         > 2 points
Adjusted EBITDA* (mm Euros)    (34.7)     (20) - 0         n.a.
Capex (mm Euros)                 54.2      30-40     (25) - (44%)

* Excludes one-off personnel restructuring costs of Euro
5,7 million in 2002 and Euro 1,0 million of other restructuring
costs in 2003.

Summary of Performance

Antonio Carro, Executive Vice-Chairman commented on the
performance of the fourth quarter of 2002: ""We are very
satisfied that our financial and operational Restucturing is now
over and we can refocus our efforts on the commercial activities
of the Company in order to grow the business.

In this context, we are very encouraged by the positive trends of
the fourth quarter. Revenues were up over 10% compared to the
previous quarter and at the same time we saw a significant
increase in our Gross Margin from 39% to 43%. This is mainly due
to improvements in the revenue mix and a more favourable
interconnect regime. This fact, coupled with a continued
reduction in our operating and SG&A expenses, provoked a strong
improvement in our EBITDA from negative Euro 7.6 million to
negative Euro 2.7 million quarter on quarter. We will continue to
concentrate on reaching EBITDA break even in the second quarter
of 2003 as planned. To successfully reach this goal, we are very
pleased to be in a position to rely on the vast telecom
experience of Roberto de Diego Arozamena, former CEO of BT Spain
and Chairman of BT Ignite Europe who recently joined our Company
as its new CEO.""

Major Operational Achievements

During the fourth quarter 2002, Jazztel continued to grow its
customer base and the number of clients connected to its network.
By the end of the fourth quarter 2002 the Group had signed a
total of 3.330 contracts for direct service provisioning and had
connected 3.016 customer sites directly to its network, which
represents an 11,9% increase over the previous quarterly figures.
Jazztel also managed to consolidate its win back strategy in
Indirect Access services where preselected lines reached 146.681,
continuing its upward trend in both traffic and revenues.

As of December 31st 2002, the Group had built 2.787 local access
kms, a growth of 89 kms over the km built by the end of December
2001.

Financial Information

Revenues for the quarter ended December 31, 2002 were Euro 57,7
million, up from Euro 52,2 million in the third quarter of 2002,
representing a 10,5% increase. Direct access revenues reached
Euro 14,6 million in the fourth quarter 2002, a 6,6% increase
over the previous quarter and a 2,7% decrease compared to the
same quarter in 2001. This slight drop compared with Q4 of 2001
was mainly caused by the decrease in service installation works
from Euro 5.6 million in the fourth quarter of 2001 to Euro 4.0
million in the same quarter of 2002. Internet and Value Added
Services increased to Euro 12,5 million, a 19,0% increase
compared to the previous quarter. Indirect access revenues
increased from the previous quarter by 15,9% from Euro 20,8
million to Euro 24,1 million in the fourth quarter of 2002.
Carrier service revenues decreased to Euro 6,3 million from Euro
7,1 million in the previous quarter, affected mainly by
seasonally over the Christmas period.

Cost of Sales were Euro 33,1 million for the fourth quarter of
2002, or 57,4% of sales, improving from 61,3% of sales in the
previous quarter.

On a yearly basis, cost of sales decreased 15,1% from Euro 159,0
million in 2001 to Euro 135,0 million in 2002.

Gross margin in the fourth quarter of 2002 was Euro 24,6 million
from Euro 20,2 million in the third quarter of 2002.  As a
percentage of revenues, gross margin climbed from 38,7% in the
third quarter of 2002 to 42,6% in the fourth quarter of 2002.
Gross margin on an annual basis improved from Euro 61,4 million
in 2001 to Euro 83,9 million in 2002 .

Selling, General and Administrative (SG&A) expenses for the
fourth quarter of 2002 were Euro 28,3 million compared with Euro
27,8 million for the third quarter of 2002 (excluding redundancy
costs posted in the fourth quarter of Euro 1.0 million, SG&A
expenses were Euro 27.3 million).

Cumulative SG&A expenses decreased by 18,2%, from Euro 151,9
million in 2001 to Euro 124,3 million in 2002.

Adjusted EBITDA losses in the quarter were negative Euro 3,7
million, compared with negative Euro 7,6 million losses in the
third quarter of 2002. Adjusted EBITDA losses as a percentage of
sales decreased from negative 14,6% in the third quarter of 2002
to negative 6,4% in the fourth quarter of 2002. Excluding
redundancy costs of Euro 1,0 million,
Adjusted EBITDA losses for the fourth quarter were Euro 2,6
million.

Adjusted EBITDA losses on an annual basis improved 50,7% from
Euro 82,2 million in 2001 to Euro 40,5 million in 2002 (including
restructuring costs of Euro 5,7 million in 2002)

Depreciation and Amortisation Expense was Euro 21,6 million for
this quarter, increasing from Euro 19,2 million for the third
quarter of 2002.

Full year 2002 depreciation and amortisation expense increased
from Euro 59,3 million to Euro 77,6 million.

Net Financial Income for the fourth quarter 2002 was Euro 3,8
million and consisted primarily of the financial income generated
by the financial restructuring and accrued interest on our high
yield notes issued in April 1999, December 1999 and July 2000,
less interest earned on invested funds, compared to Euro 30,4
million in the third quarter of 2002 and Euro -23,3 million in
the fourth quarter of 2001.

Net Loss for the fourth quarter 2002 amounted to Euro 28,2
million compared to Euro 41,4 million in the third quarter of
2002 and a net loss of Euro 55,2 million in the fourth quarter of
2001.  Yearly net loss decreased 21,2% from Euro 188,9 million to
Euro 148,9 million in 2002.

Financial Needs and Resources

* Jazztel's total cash position at December 31st, was Euro 86
million. This includes a total of Euro 19.3 million in the form
of a cash deposit pledged to the Government in respect of the
commitments for its license obligations regarding Banda 26 and a
Euro 11.2 million cash counterguarantee in favor of the Ministry
of Finance (Agencia Tributaria), regarding the claim against the
2001 spectrum fee for the LMDS license, which is currently being
challenged in the Spanish courts. In addition, Jazztel has a
senior credit facility available for its Spanish subsidiary, Jazz
Telecom S.A.. As previously announced, Jazztel has signed an
amended bank facility agreement that allows Jazztel Plc to close
the restructuring of its high yield debt and Jazz Telecom S.A. to
borrow up to Euro 30 million, subject to continued compliance
with the terms of the facility.  Jazztel had fully drawn down the
Euro 30 million of the credit tranche by the 31st of December.
The lenders under the credit facility have approved the final
terms of Jazztel plc's debt restructuring and agreed to the bank
facility remaining in place in the amended form post the debt
restructuring. As part of the renegotiated bank deal, Jazztel
agreed that the amended syndicated facility will be secured with
encumbrances over various assets, amongst others, the receivables
owed to Jazz Telecom, S.A. by its clients. The amended bank
facility became effective upon completion of certain conditions
precedent on November 9th, 2002. At December 31st, 2002 the
Company had Euro 22 million in a pledged cash account in
accordance with the Senior Credit Facility.

* Excluding the restricted funds mentioned above Jazztel and
counting on the Euro 22 million of the pledged account, Jazztel
had Euro 55.5 million of cash at December 31st, 2002 which
management expects will be sufficient to fully fund operations
under the new business plan of the Company.

Notice to U.S. Shareholders Regarding Passive Foreign Investment
Company Considerations (PFIC)

The Company believes that it should not have been a passive
foreign investment company (""PFIC"") for its taxable years ended
December 31, 1999, December 31, 2000 and December 31, 2001.
Although the conclusion is not free of doubt, the Company
believes that for 2003 it may be a PFIC for its taxable year
ending December 31, 2002. If the Company is a PFIC, special U.S.
federal income tax rules will apply to certain U.S. investors who
sell or have sold stock in the Company at a gain. In addition,
PFIC stock acquired from a U.S. decedent is denied step-up to its
date of death value.

Investors are urged to consult their own tax advisors regarding
the U.S. tax consequences arising from the ownership and
disposition of an interest in a pfic.

CONTACT:  JAZZTEL PLC
          Home Page: http://www.jazztel.com
          Investor Relations
          Phone:34 91 291 7200
          E-mail: Jazztel.IR@jazztel.com


SOL MELIA: Fitch Places 'BBB'/'F3' Rating on Watch Negative
-----------------------------------------------------------
Fitch Ratings, the international rating agency, has placed both
of Spanish hotel group Sol Melia's Senior Unsecured debt and
Short-term ratings of 'BBB' and 'F3' respectively on Rating Watch
Negative. Fitch states there is a real risk of Sol Melia reaching
a non-investment grade rating, if measures to reduce debt and
improve profitability are not addressed in the near future.

In its preliminary results to December 31, 2002, announced, Sol
Melia posted a flat turnover of EUR1.0 billion and a 3.3%
decrease in EBITDA to EUR233 million. This includes the positive
impact of the c.650 owned/leased rooms added to the portfolio
during the year. The results are below the company's August 2002
forecast 0%-4% growth in EBITDA, which was subsequently revised
to a fall of 2.5% one month ago. In April 2002, Sol Melia had
projected an EBITDA increase of 24%. These continuous downward
revisions place in doubt the validity of Sol Melia's forecasts.
Overall revenue per available room (RevPar) has decreased by
3.6%, dragged down by the strong decline (-15.4%) in the Americas
division which represents 19% of owned/leased property revenues.
The looming threat of a war in Iraq, and the modest economic
performance in US and Germany in particular, German tourists to
Spain fell 17% in 2002, will delay the company's expected
recovery to 2004 at the very earliest. Sol Melia's 'BBB' rating
was based on a discernable improvement in trading conditions, and
the company's ability to manage its costs, as early as 2003.

Fitch calculates Sol Melia's lease-adjusted interest cover is now
down to 2.5x and the lease-adjusted net debt / EBITDAR has
increased marginally to 5.6x. These ratios are not necessarily
compatible with an investment grade rating. In Fitch's view, Sol
Melia will have to demonstrate its capacity to reduce its debt
quickly to avoid a downgrade. It now appears that this de-
leveraging is unlikely to be achieved from free cash flow in the
coming year so a realization of proceeds from financing or sale
of assets, or some other sources, will be needed. Sol Melia still
possesses some financial flexibility in that it owns 25,000 hotel
rooms, largely unencumbered, 80% of which are in low risk Western
European locations. YE02 net tangible fixed assets are EUR1.7bn
compared to net debt of EUR1.1bn. Sol Melia's debt maturities of
less than one year are not onerous at EUR210m. The company has a
non-ratings trigger EMTN programme of EUR1.5bn (EUR1.1bn drawn).

Fitch expects to meet management in the next two weeks to discuss
what actions Sol Melia intends to take to address these issues,
and its comments about accessing cheaper debt financing.

Sol Melia is the world's tenth largest hotel company with a
leading market share in the Spanish, Latin American and the
Caribbean markets through its portfolio of 350 hotels (88,000
rooms).


TERRA LYCOS: Writes Down 1.4 Billion Euros in Assets
----------------------------------------------------
- In the fourth quarter of 2002 and for the ninth consecutive
quarter, the Company met its EBITDA and revenue projections made
to analysts.

- Terra Lycos used transparency and prudent conservative
accounting criteria to bring the book value of past investments
in line with the current market situation.

- These non-cash charges resulted in a net loss for the year of 2
billion euros. Net income for the year, excluding these asset
write-downs and applying the same tax rate as in the previous
year, amounted to 423 million euros, a 25% improvement over 2001.

- Write-down of goodwill was 857 million euros, of which 81%
corresponded to the acquisition of Lycos, while the write-down of
the tax credit amounted to 453 million euros.

- In the fourth quarter of 2002, revenues were 173 million euros,
applying the same exchange rate of the third quarter, exceeding
the guidance of 160-170 million euros provided in the third
quarter conference call. This is an increase of 19% over the
third quarter on a constant euro basis (SEE APPENDIX I).

- The effect of the devaluation in 2002 of all currencies outside
the euro zone where Terra operates yielded a negative impact of
19 million euros in the fourth quarter. Taking into account the
exchange rate impact, revenues were 154 million euros, 5% more
than the previous quarter.

- Earnings before interest, taxes, depreciation and amortization
(EBITDA) for the quarter was -21 million euros, an EBITDA margin
of -13%, also in line with the Company's guidance (between -11%
and -14%). EBITDA for the year was -120 million euros, a 48%
improvement over 2001, equivalent to 112 million euros.

- At the end of December 2002, Terra Lycos had a total of 3.1
million paying access, communications services and portal
subscribers, an increase of 24% over the previous quarter and 88%
over 2001. The Company ended the year with 378,000 ADSL
customers, an increase of 11% over the previous quarter and 62%
over 2001.

Terra Lycos, the global Internet leader, presented its financial
results for the fourth quarter and fiscal year 2002 Wednesday.
During a year shaped by an adverse macroeconomic backdrop and the
prolongation of the advertising market crisis, Terra Lycos
maintained positive and constant progress towards profitability.
The Company carried out significant write-downs in assets at
year-end and recently signed a strategic agreement with
Telefonica, reinforcing Terra Lycos' business model by boosting
future growth.

ASSET IMPAIRMENT

Terra Lycos employed transparency and prudent conservative
accounting criteria to bring the book value of past investments
in line with the current market situation via an asset write-down
totaling 1.4 billion euros.

The write-down of goodwill was 857 million euros, of which 81%
corresponded to the acquisition of Lycos, with the remainder due
to other acquisitions. In keeping with this, a write-down of the
tax credit amounted to 453 million euros. The rest of the write-
downs, up to 1.4 million euros, correspond to other asset
entries. These write-downs, which did not result in any cash
disbursements, led to a net loss for the year of 2 billion euros.
Net income for the year, excluding asset write-downs and using
the same tax rate as in the previous year, amounted to -423
million euros, a 25% improvement over 2001.

Fourth Quarter

The Company kept its commitments with the Market.

In the fourth quarter of 2002, Terra Lycos earned revenue of 173
million in constant third-quarter euros, an increase of 19% over
the previous quarter. Exceeding the Company's guidance for the
quarter (between 160 and 170 million in constant third-quarter
euros). Total revenue, after consolidation of the different local
currencies, suffered a negative exchange-rate effect of 19
million euros due to the appreciation of the euro against other
currencies.

Revenue in current euros, taking into account the exchange-rate
effect, was 154 million euros, an increase of 5% over the
previous quarter.

The transition of the Company's business model was reflected in
results for the fourth quarter of 2002, with the diversification
of Company revenue being especially noteworthy. During the
quarter, 33% of total revenue came from access subscriptions, 35%
from advertising and e-commerce, 22% from portal subscriptions
and communications services, and 10% from other sources,
including corporate and SME services.

During the fourth quarter, Terra Lycos launched value-added
communications services, including Terra Messenger in Spain,
inaugurating a new strategy based on real-time communications
services. Terra Messenger was just one of several value-added
products rolled out within the framework of the O.B.P. model in
2002, which also included the launch of a for-pay e-mail service
in Brazil, which offers the protection of anti-virus and anti-
spam filters and which already has almost 480,000 customers.

Earnings before interest, taxes, depreciation and amortization
(EBITDA) for the fourth quarter of 2002 improved by 21 million
euros over the same period of the previous year, to -21 million
euros, advancing the continual improvement in EBITDA over the
last two years. The EBITDA margin was -13%, in line with the
Company's guidance for the quarter (between -11% and -14%) an
increase of 5 percentage points over the third quarter and 12
percentage points over the same period of the previous year (SEE
APPENDIX I).

FISCAL YEAR 2002

Terra Lycos' revenue increased quarter by quarter.

Revenue for fiscal year 2002 amounted to 622 million euros. At a
constant 2001 exchange rate, revenue for 2002 would have amounted
to 692 million euros. Despite an adverse macroeconomic
environment, this is a figure similar to that reached the
previous year, although it has greater quality because it is
based on growth in profitable segments.

At the close of 2002, and applying to each quarter of the year
the foreign exchange rate effect for the twelve month period,
Terra Lycos' revenues increased quarter by quarter throughout the
year as you can see in the following graph:
http://bankrupt.com/misc/TerraLycosGraph.pdf

EBITDA for the year was -120 million euros, a 48% or 112 million
euro improvement over 2001. The EBITDA margin for the year was -
19%, a 14 percentage point improvement over the previous year.

Operating Expenses

In 2002, Terra Lycos continued to combine effective management
with process improvement and created an organization consistent
with its global presence, enabling the gradual reduction of
operating expenses. During the year, the Company reduced costs by
22% from the previous year, a savings of 123 million euros.

Net Income

In 2002, the Company posted a net loss of 2 billion euros, due to
the asset write-down of 1.4 billion euros.. Excluding this non-
cash charge, and applying the same tax rate as in 2001, net
income would have reached 423 million euros, 25% higher than the
year before.

Cash

Terra Lycos has one of the strongest cash positions in the
sector, allowing it to fund its operations and explore new
business opportunities in order to boost profitability. Skilled
cash management enabled the Company to end 2002 with 1.8 billion
euros.

Operating Results - Increased Number of Paying Subscribers

Terra Lycos ended 2002 with a total of 5.9 million subscribers,
3.1 million or 53% of which are paying subscribers to access,
communications and portal services. This marks a 24% increase
from the end of the third quarter and an 88% increase from the
close of 2001. The Company ended the fourth quarter of the year
with 378,000 ADSL subscribers, 62% more than the previous year
and 11% more than at the end of the third quarter (SEE APPENDIX
IV).

Terra Lycos closed December with 1.7 million subscribers to
communications and portal services, a 379% leap from the year
before and 52% more than at the end of the third quarter.

"2002 presented a major challenge for Terra Lycos, with an
adverse macroeconomic backdrop and a crisis in the advertising
industry in general and in the online advertising market in
particular" stated Terra Lycos Executive Chairman Joaquim Agut.
He added "We were still able to continue growing and focusing on
services for which our clients are willing to pay. At the same
time, we have maintained a constant path towards profitability
through efficient management and a commitment to innovation that
allows us to obtain new sources of recurring revenue."

This growth and progress towards profitability were reinforced
with an asset write-down in the year's last quarter and also with
the strategic alliance signed with Telef¢nica, which will allow
Terra Lycos to consolidate its long-term business model. The
agreement makes Terra Lycos the exclusive portal and provider of
value-added Internet services for the Telef¢nica Group, as well
as continuing to exploit globally its broadband and narrowband
access business.

The agreement, for an initial period of six years with an
automatic one-year renewal, guarantees that Terra Lycos will
generate a minimum margin of 78.5 million euros per year, the
difference between revenues from these services and the related
direct costs and investment. For the first year (2003), Terra
Lycos estimates it will obtain about 118 million euros from this
agreement, generating a minimum margin of 78.5 million euros.

2002 SUMMARY:

GROWTH:
Despite an adverse operating environment, Terra Lycos managed to
sustain its growth and profitability. Growth in revenues in local
currency accelerated each quarter. Terra Lycos refocused towards
the client and profitable services.

EBITDA:
This remains the key measure used by analysts of Internet
companies. For the ninth straight quarter, Terra Lycos
outperformed the guidance and met its commitments. In 2002,
EBITDA increased by 112 million euros and the EBITDA margin by 14
percentage points.

CASH:
Terra Lycos boasts one of the strongest cash positions in the
sector, which leaves it in a comfortable position to carry out
operations to drive growth.

TERRA LYCOS-TELEFONICA AGREEMENT:
This agreement is aimed at tapping existing synergies between the
two companies, while for Terra Lycos and its shareholders it
provides a long-term guarantee for its business model.

GOODWILL:
The significant write-downs and the restructuring of assets and
fiscal credits in the 2002 financial statements are all part of
Terra Lycos' aim of maintaining a high level of investor
transparency.

MANAGEMENT:
Reorganisation of the global group realized efficiencies and
redundancies in the organization that led to management changes.
The aim is to bring the size of the teams in line with the
desired objectives, while complying with prevailing labour laws.
This need was particularly evident in 2002.

U.S.:
The U.S. is one of Terra Lycos' most important markets. The
company intends to maintain its presence there, both because of
its position (it is the country's fourth-largest portal) and
because of its technological leadership, which can be exported to
the rest of the world.

SPAIN AND LATIN AMERICA:
They are both the natural markets in which Terra Lycos will
continue its operations maintaining its leadership position.

About Terra Lycos
Terra Lycos is a global internet group, with a presence in 42
countries in 19 languages. The group, which resulted from Terra
Networks, S.A's acquisition of Lycos, Inc. in October of 2000,
operates some of the most widely visited web sites in the US,
Europe, Asia and Latin America, and is the largest access
provider in Spain and Latin America.
Terra Lycos' network of websites includes Terra in 17 countries,
Lycos in 25 countries, Angelfire.com, Atrea.com, Azeler.es,
Direcciona.es, Educaterra.com, Emplaza.com, Gamesville.com,
HotBot.com, Ifigenia.com, Invertia.com, Lycos Zone, Maptel.com,
Matchmaker.com, Quote.com, RagingBull.com, Rumbo.com, Tripod.com,
Uno-e.com and Wired News (Wired.com), among others.

Terra Lycos, with headquarters in Barcelona and operating centers
in Madrid and Boston, as well as elsewhere, is listed on the
Madrid stock exchange (ticker: TRR) and on the NASDAQ electronic
market (ticker: TRLY).


CONTACT:  Public Relations
          Miguel Angel Garz¢n
          Phone: +34-91-452-3021
          E-mail: miguel.garzon@corp.terralycos.com
          Kirsten Rankin (U.S.)
          Phone: +1-781-370-2691
          E-mail: kirsten.rankin@corp.terralycos.com

          Investor Relations
          Miguel Von Bernard
          Phone: +34-91-452-3278
          E-mail: relaciones.inversores@corp.terralycos.com


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


AMEY PLC: Presents Circular on New Banking Facility
---------------------------------------------------
1. Introduction
On January 21, 2003 the Board of Amey announced that it had
signed a conditional sale contract in relation to the disposal of
the PFI Portfolio to Laing Investments Limited. In addition, on
completion of the Sale Agreement, Amey and Laing will enter into
a non-exclusive Co-operation Agreement relating to the future
execution and financing of certain bidding activities across a
range of PFI sectors. Amey will retain its support service
contracts relating to each of the PFI projects.

The total value of the conditional contract is GBP42.9 million,
including the assumption by Laing of future equity commitments of
GBP13.8 million. The remaining GBP29.1 million will be satisfied
in cash, less an amount in respect of any creditors of AVL as at
completion.

The Disposal consists of Amey's interests in the PFI Portfolio,
and Amey's right to the equity interest in a defined pipeline of
future PFI investment opportunities, all of which are in the UK
road and accommodation sectors. However, Amey retains the long
term maintenance and service contracts that support the project
companies. Further, Amey retains the right to the recovery of
costs incurred and the receipt of development fees in relation to
the Pipeline Projects were those projects to reach financial
close with Amey as preferred bidder. The Disposal excludes Amey's
interests in the Croydon Tramlink Project and the London
Underground Project.

It is anticipated that the cost sharing arrangements under the
Co-operation Agreement will make a significant contribution to
Amey's cost of participating in PFI projects in the future,
allowing the Group to retain its strong position in a valuable
market.

Due to its size, the Disposal is conditional, inter alia, upon
the approval of Amey shareholders. A circular convening an EGM on
14 March 2003 has been sent to shareholders today.

The Board is also providing an update on the Company's banking
arrangements and the appointment of a new Chief Executive
Officer.

2. Background to and reasons for the Disposal and Co-operation
Agreement Following a review of the Company's strategic options
during 2002, the Board decided that it should focus on its core
strengths, reduce costs and net debt and improve cash flow, and
in particular, to pursue certain initiatives including:

- divesting the majority of the Group's existing equity
investments in PFI companies;
- an intention to seek value-adding partners, on a cost sharing
basis, to work with on on-going and future PFI activity;
general non-operational cost savings to be identified and
actioned; and

- the divestment of certain of the Technology Services
businesses, including Amey Vectra and Amey Resource Management
Solutions.

Many of these steps have been implemented during the course of
the last few months, with the Amey Resource Management Solutions
business being sold in December 2002 and the disposal of Amey
Vectra expected to be completed shortly. In addition, many cost
saving initiatives have been put in place, including staff
restructuring where necessary.

The divestment of the Group's ownership of the PFI Portfolio and
the formation of a strategic partnership to support on-going and
future PFI activities will have a number of key benefits,
including the realization of cash and a reduction in capital
employed together with lower expenditure in the future.

Following the announcement in September 2002 of the Board's
intention to divest its equity investments in PFI companies, the
Board and its advisers were approached by a number of potentially
interested parties. A formal auction process was conducted,
culminating in the selection of Laing as the preferred bidder on
November 19, 2002.

In considering Laing's indicative offer for the PFI Portfolio and
the Pipeline Projects, the Board considered, inter alia, the
discounted value of the estimated future cashflows of the
existing projects in the PFI Portfolio at various rates
reflecting the inherent risks of each project, the value of
allowing Laing to join Amey as equity provider in the consortia
bidding for the Pipeline Projects, and the potential equity value
of the Pipeline Projects. Taking into account the above, the
Board resolved that the offer from Laing represented the best
value for Amey shareholders.

Amey's participation in the Croydon Tramlink Project and the
London Underground Project have both been excluded from the
Disposal.

The Croydon Tramlink Project is experiencing a shortfall of
revenue compared with the original funding model and, as such, it
is the subject of on-going discussions with the project lenders
and Transport for London. Until the outcome of those discussions
are concluded, the Board does not consider that it is in the
Group's interest to commence a sale process.

The London Underground Project is fundamentally different in
nature to the PFI Portfolio, and its potential value to the Group
is such that it was excluded at the outset of the sale process.
It is by nature more akin to a business acquisition, albeit
supported by off-balance sheet finance, than a typical PFI
project. The London Underground Project achieved financial close
on December 31, 2002 resulting, inter alia, in the full recovery
by Amey of all costs hitherto expensed through the profit and
loss account.

Both projects will be carried at nil value in Amey's December 31,
2002 balance sheet.

Amey's equity stakes in Electronic Libraries for Northern
Ireland, Education Solutions Speke Limited and Unity City Academy
have also been excluded from the Disposal due to the fact that
they are essentially service contracts with only small equity
elements.

The Board believes the Group will benefit from collaboration on
future PFI projects through limiting its exposure to the cost of
bidding for such projects, whilst retaining the benefit of
providing the support services activities arising from those
projects, and the right to take a minority equity interest.
Furthermore, the Group will, as a result of the relationship with
Laing, have the opportunity to provide support services to
projects developed solely by Laing without Amey's involvement.

The Disposal does not include the support service contracts that
members of the Group perform under the PFI Portfolio, and the
terms of those contracts will be unaffected by the Disposal.

The PFI Portfolio had aggregated net assets of GBP31.6 million as
at December 31, 2001, and generated a profit before tax of
GBP13.2 million in the year ended December 31, 2001. While
audited accounts are not yet available for the year ended
December 31, 2002, the pre-tax profit relating to the PFI
Portfolio is expected to be substantially lower in 2002. It
should also be noted that the profits reported by Amey from the
PFI Portfolio represent its share of the profits when reported
under Amey's accounting policies. However, these do not equate to
the profits when reported under the individual project company's
own accounting policies. In addition they do not equate to cash
as there can be significant timing differences between profit
earned and cash distribution to the investors in such projects.

3. Information on the Co-operation Agreement
On completion of the Sale Agreement, Amey will enter into the Co-
operation Agreement with Laing in connection with collaborating
on certain future PFI projects. Under the terms of the Co-
operation Agreement, bidding costs on future joint projects will
be shared with Laing and the Group will provide to the projects
such services as it is capable of providing, including hard and
soft facilities management services. Laing will fund the equity
components of those projects, to the extent that suitable third
party investors are not identified, but Amey has reserved the
right to fund up to 25 per cent. of the equity component of these
projects.

The Co-operation Agreement will primarily cover PFI and PPP
projects in the street lighting, local authority and home office
accommodation, defence, health, roads, railroads and education
sectors.

The Co-operation Agreement should allow Amey to build upon its
historic PFI success record at an affordable level of
expenditure.

4. Effects of the Disposal on the Group
The value of the Disposal is GBP42.9 million, comprising GBP29.1
million in cash (less an amount in respect of any creditors of
AVL) payable on completion, together with GBP13.8 million of
future equity commitments to be assumed by Laing. The cash
proceeds will be used for general working capital purposes and
the assumption of future liabilities by Laing will reduce Amey's
demands on existing debt facilities.

Following the securing of adequate working capital facilities and
through existing strategic partnerships and additional
arrangements with Laing, Amey should be in a position to continue
as a leading developer of PFI solutions, with associated fee,
investment and long-term support service contract opportunities.

5. Banking facilities
During recent months the Board has been in regular contact with
its lenders. Amey has agreed with its lenders revised secured
facilities for general corporate purposes amounting to GBP221.2
million on a committed basis until July 1, 2004. This will enable
the Group to approach new work opportunities from a stable basis.
As part of this agreement the Board has undertaken not to pay
ordinary dividends without the prior consent of its lenders. The
availability of the facilities is conditional, inter alia, on the
passing of the Resolution.

6. Board changes
Since the interim results announced on September 10, 2002, there
have been a number of changes to the composition of your Board.
On October 16, 2002, it was announced that Michael Kayser
resigned as Finance Director, and Eric Tracey, a partner at
Deloitte & Touche, was invited to work as acting Finance
Director, until March 2003, albeit not joining the Board. Eric
Tracey will remain as acting Finance Director until the end of
June 2003.  In addition, Brian Staples, the Chief Executive since
1997, resigned on January 2, 2003. However, he has been asked
with the Group until the end of February 2003 in order to
complete certain specific projects.

Mel Ewell (previously Group Director of Operations) became Chief
Operating Officer with effect from January 2, 2003.  The Board
announces that Mel Ewell has been appointed as Chief Executive
Officer.

7. Recent developments
There have been a number of changes that have significantly
affected the Group since it published unaudited interim results
for the six months ended June 30, 2002.

During the second half of 2002, the Group's operating activities
in Transport and Business Process Outsourcing continued to
perform well and in line with the Board's expectations. AVL's
performance in the second half was adversely affected by the
delay, until December 31, 2002, of the completion of the London
Underground Project and by the uncertainty caused by the
Disposal. Further adverse effects arose as a result of a decision
to exit the Millennium Settlements Partnership (the Elstow and
Cambridge settlements, two state of the art community projects)
and delays in the closure of certain other PFI bids until this
year. In addition, following intense media speculation regarding
Amey's financial position, AVL was also requested to re-submit
its bid for the Redcar and Cleveland local authority contract,
after having previously been named as preferred bidder, and was
subsequently not selected. The performance of the Technology
Services companies deteriorated during their disposal process.
The disposal of Amey Resource Management Solutions for GBP1.4
million also completed before the end of 2002.

Following the resignation of Michael Kayser as Finance Director
as announced on October 16, 2002, the Board invited Eric Tracey,
a partner of Deloitte & Touche, to become acting Group Finance
Director and to undertake a preliminary review of the financial
affairs of the Company.

As a result of this preliminary review, the Board announced on 9
December 2002 that it estimated the Group's net debt at year-end
to be in the range of GBP190 million to GBP200 million. This
estimate was made on the assumption that the London Underground
Project development fees would be received (net of the sum placed
in escrow in support of the interim funding solution) by December
31, 2002, but that the proceeds of disposals of the PFI Portfolio
and Technology Services businesses would be received in early
2003. Although these assumptions have proved to be correct, the
Directors believe that improved working capital management and
greater than expected cash in joint ventures will lead to a lower
net debt figure at year end of approximately GBP159 million,
subject to audit. Nevertheless, average net debt for the second
half remained at circa GBP190 million.

The Tube Lines Consortium, in which Amey was an equal partner
with Bechtel and Jarvis, announced the completion of the London
Underground Project on December 31, 2002. The equity commitment
of the three partners was GBP60 million each, and on December 4,
2002, Amey announced that it would complete the transaction with
the benefit of an equity support plan provided equally by its two
partners. Under this arrangement, Amey has until the end of June
2003 to exercise an option to replace the temporary credit
support with its own funding. Amey is currently exploring methods
of exercising that option, but until it does so, or until the
option expires, the economic benefits of the project will be
transferred into an escrow account, together with o7 million of
the development fees recovered on closure. If Amey exercises its
option, the funds in the escrow account, less only the costs of
the partners in providing the credit support, will accrue to the
Company.

If Amey exercises its option, Amey's revenue from secondment of
staff and the provision of operational expertise to the London
Underground Project is expected to be in the order of GBP10
million in the year to December 31, 2003. In addition, Amey would
be well equipped to bid for a range of services that will be
outsourced by the London Underground Project in the future,
including track renewal work, signaling and facilities
management. Amey would also benefit from the expected pre-tax
profits of Tube Lines, Amey's share of which would be in the
region of a further GBP8 million per annum in the year to
December 31, 2003, rising thereafter.

EBITA (pre FRS 17 and exceptionals) for the full year to December
31, 2002, is still expected to be GBP27 million, but exceptional
charges at the year-end are now anticipated to total GBP115
million. Included in this figure are asset write-downs totalling
circa. GBP105 million. The largest elements of these charges
arise from the Croydon Tramlink Project revenue shortfall, the
effect of the Disposal and a decision to provide for old
construction balances, albeit the recovery of the sums due will
continue to be pursued. o10 million of the exceptional charges
relate to the partial write-down of goodwill relating to BCN Data
Systems and the loss on disposal of a subsidiary undertaking. The
tax credit previously estimated to be GBP20 million is not now
expected to be realized.

The effect of the write-downs described above do not give rise to
a breach of the Continuing Group's new banking facilities as the
revised net assets of the Group, prior to to any FRS 17
adjustment, will still show a small positive position as at
December 31, 2002. The Directors are not aware of any further
negative adjustments that may be required, but the exact net
asset position is subject to finalization of the audit.

The Company has not finalized its FRS 17 figures for 2002 due to
ongoing actuarial work. In line with the experience of many other
companies, these are expected to show significant charges, which,
because Amey voluntarily adopted FRS 17 last year, will be
included in the Group accounts for the year ended 31 December
2002. However, as it is not possible to allocate the pension
charge to individual companies this will not affect the reported
results of individual companies in the Group, including Amey plc.
In the event that the adoption of FRS 17 causes the Group to have
net liabilities, this would not cause a breach of the Continuing
Group's new banking facilities.

On November 7, 2002, the Board announced that it had decided to
review the options for rebuilding the value of the Group and that
it had appointed Hawkpoint Partners Limited, alongside the
Company's existing financial advisers, Deutsche Bank, to assist
in this process. The Board announced on January 21, 2003, that in
the light of press speculation at that time regarding a possible
offer being made for the Company, very preliminary interest had
been expressed in it. Whilst the Board has outlined its strategy
to take Amey forward, the Board is intending to explore further
this preliminary indication of interest.

On 13 January, Amey announced that Network Rail had decided to
reclaim its responsibility for the maintenance of infrastructure
in the "Reading Area" when Amey's current contract expires on 31
March 2003. Network Rail recognizes the benefits from being a
well-informed buyer of maintenance services, and emphasized that
its decision was intended to help it to understand better the
operations, costs and associated issues of maintenance. Amey will
have the opportunity to bid for further maintenance work as areas
become available on the expiry of existing contracts. Amey and
Network Rail are negotiating an extension to the "Reading Area"
contract to ensure a smooth transition. Amey does not anticipate
any material effect on the Company's 2003 financial performance
as a result of this change.

On January 30, Amey announced that Amey Highways and Mouchel
Consulting Limited had been awarded the Highways Area 13 project.

8. Current trading
As a result of actions taken during the latter half of last year
and the Disposal, Amey has started 2003 with a newly focused
business, a reduced cost base and a strong forward order book. In
addition, the significant cost reduction measures recently
undertaken have resulted in strict cash flow management.

The Continuing Group's operating businesses, particularly
Transport and Business Process Outsourcing in the early part of
the current year, continue to trade in line with the Board
expectations. While the 2002 results will be affected by the
exceptional write-downs referred to above, these are not expected
to recur in 2003. Other than the impact of the Disposal (and
other identified disposals) and the items mentioned above, the
most significant item to affect the 2003 results for the
Continuing Group is expected to be whether or not the Company
exercises its option over the one third stake in the Tube Lines
Consortium as described above.

The Board will provide a further update on the financial and
trading performance of the Group with the preliminary results for
the financial year ended on December 31, 2002, on or around March
25, 2003.

9. Prospects for the Continuing Group
The actions which have been taken to enable the Continuing Group
to focus on its core strengths, reduce both costs and net debt,
improve cash flow plus the provision of adequate bank facilities
provide the Board with a platform to rebuild the Company's value.
As mentioned above, preliminary interest has been expressed
regarding a possible offer for the Company, and the Board intends
to explore this interest further.

10. Extraordinary general meeting
The extraordinary general meeting of Amey is to be held at 10
a.m. on 14 March 2003 at Deutsche Bank, 6/8 Bishopsgate, London,
EC2N 4DA for the purpose of considering, and if thought fit,
passing, the Resolution.

CONTACT:  Anthony Cardew,
          Nadja Vetter CardewChancery
          Phone: 020 7930 0777
          Mobile: 07941 340436


BUZZ: Restructuring to Eliminate Annual Losses of EUR30 MM
----------------------------------------------------------
Buzz and Ryanair, which recently agreed to purchase Buzz,
Europe's No.3 low fares airline, from KLM, today (February 26,
2003) announced the details of a major reorganization with effect
from 1st April 2003 (subject to the acquisition receiving
regulatory approvals by that date.)These plans will be presented
to the creditors and staff of Buzz over the coming days, after
which a final decision will be taken on whether to restart flying
as planned on 1 May 2003, or close Buzz altogether. The main
features of the restructuring are as follows;

-Buzz flights to be grounded for the month of April 2003, at
least.
- 12 Buzz routes to be terminated on 31 March.
- 12 Buzz routes will continue from 1 May, with increased
frequencies.
- Buzz fleet reduced from 12 to 8 aircraft (six x 737's and two x
BAe146's).
- Fares on all continuing Buzz routes to be 50% lower, with
double the seat capacity.
- Up to 400 redundancies in Buzz post grounding on 31 March.
- Increased pay and productivity allowances for Buzz remaining
200 staff.

Background to the restructuring
The financial position of Buzz is extremely precarious. The
airline suffers from a number of terminal structural problems
including an inappropriate, mixed aircraft fleet, a poor schedule
with infrequent (often less than daily) services, with fares that
are too high to fill its flights (the January load factor was
just 48%). The airline, as a by-product of its history as Air UK
is heavily overstaffed. Buzz carries less than 3,000 passengers
per employee compared to Ryanair's figure of almost 10,000
passengers per employee.

What makes the Buzz business even more precarious is the ongoing
hemorrhage of losses. In each of the past two years Buzz as a
stand alone airline has lost in excess of EUR30m per annum, and
is presently losing over EUR1 Million per week. The imminent
threat of war in Iraq, the downturn in European economies and
increasing intense competition from other low fare airlines in
the German and French markets means that Buzz is currently losing
in excess of ?1m per week. These losses cannot be sustained.

Grounding of the airline for the month of April.
Whilst the sale of Buzz is still subject to regulatory approvals,
it is intended that if the take-over is completed on 1 April, the
airline's fleet will be grounded for a minimum period of four
weeks. This period will allow Buzz to effect up to 400
redundancies, while at the same time offering improved pay and
productivity incentives to the remaining 200 or so staff who will
be needed to operate Buzz's reduced fleet. This period will also
be used for rebranding of the Buzz aircraft and airport
facilities in Ryanair livery, to provide refunds for passengers
on terminated flights, and allow sufficient time for the
retraining of all Buzz personnel and agents, in Ryanair policies
and procedures both on board the aircraft, and at the relevant
airports. Subject to receiving early agreement from the remaining
Buzz staff, the airline will recommence flying on 1 May next,
with a substantially increased schedule on 12 of Buzz's most
popular routes with fares that will start at 50% lower than the
fares currently offered by Buzz.

Buzz management will be briefing all staff this week that if
agreement is not forthcoming within two weeks from the remaining
200 staff who will be offered continued employment in Buzz, then
Buzz will be closed on April 1, 2003. In these circumstances
Ryanair would take over the operation and flying of these routes
from 1 May next. However Buzz believes that this will not be
necessary, as staff will be delighted with the better terms and
conditions and increased pay which they will be offered by Buzz
from 1 April 2003.


Twelve Buzz routes to enjoy double the frequencies at half the
fares.
One of the major contributors to Buzz's current losses is the
fact that many of Buzz's routes are served inadequately, either
once a day (when they should be twice or three times daily) or
just three or four times weekly when they should at least be
daily. In addition Buzz will be operating almost all Boeing 737
aircraft on many of these routes which will ensure that seat
capacity increases by at least 100% for Summer 2003 over the
capacity offered by Buzz in Summer 2002.

Passengers who presently have bookings on flights after 1st April
2003 will be offered a full refund of their fare. Passengers will
then be able to rebook themselves with new tickets, at lower
prices FROM 12th March 2003, on existing or alternative
destinations.

Increased Buzz Schedule on 12 routes\
        Route      Old Frequency New Frequency New Airport
Germay  Frankfurt    3 x day     6 x day (Hahn)
        Berlin       3 x day     3 x day
        Dusseldorf   3 x day     3 x day (Niederrhein)
France  Bordeaux     1 x day     2 x day
        Toulouse     1 x day     2 x day (Carcassonne)
        Grenoble     1 x day     1 x day
        Brest        4 x week    1 x day
        La Rochelle  4 x week    1 x day
        Poitiers     3 x week    1 x day
        Limoges      3 x week    1 x day
Spain   Murcia       1 x day     2 x day
        Jerez        1 x week    2 x week

* These routes will, subject to resolution of staff issues, be
available for sale on www.ryanair.com from Wednesday, March 12
2003.

Termination of twelve underserved Buzz routes on 31 March next
A total of twelve routes, which are presently underserved by
Buzz, will be discontinued from 31 March 2003. These are routes
that are not currently served on a daily basis by Buzz, and as a
result the schedule frequency is insufficient to sustain
profitability. Buzz will continue discussions with these airports
over the coming months and our objective will be to secure a low
cost base and efficient facilities, which will enable Buzz to
offer at least daily or double daily services at very low fares
to those markets as soon as additional aircraft are acquired.

Buzz Routes to be terminated on March 31
Route       Old Frequency    Alternative Available
  Paris CDG        4 x day  Terminated
  Amsterdam        4 x day  Terminated
  Marseilles       1 x day  Nimes (2 x day)
  Toulon           4 x week Nimes (2 x day)
  Tours            4 x week Poitiers (1 x day)
  Bergerac         4 x week Bordeaux (2 x day)
  Caen             3 x week Dinard (1 x day)
  Dijon            3 x week Terminated
  Geneva           2 x week Grenoble (1 x day)
  Chambery         1 x week Grenoble (1 x day)
  Brest-Marseilles 1 x day  Terminated
  Almeira          3 x week Murcia    (2 x day)

Fares on all Buzz routes to be 50% lower

The really good news for Buzz customers and consumers generally,
is that Buzz will be reducing air fares by 50% on all of the 12
routes which will continue to operate from 1 May 2003. Full
details of these new routes and lower fares will be available at
http://www.ryanair.comThese flights and fares will go on sale,
subject to resolution of all staff issues, on Wednesday 12th
March 2003 at http://www.ryanair.com

Since Buzz will now be offering more than double the seat
capacity on each of these routes to Spain, Germany and France, up
to 4 million passengers per annum will now be enjoying fares that
are 50% lower than the fares being charged currently by Buzz.
Buzz is confident that these seats will sell incredibly quickly,
and that load factors and passenger traffic will mushroom in Buzz
as a result of these significantly lower fares.

Buzz fares to be reduced by 50%
  Route      Current Buzz Fare New Lowest Fare
  Frankfurt   GBP34            GBP19.99
  Berlin      GBP52            GBP19.99
  Dusseldorf  GBP21            GBP9.99
  Bordeaux    GBP42            GBP19.99
  Toulouse    GBP42            GBP19.99
  Grenoble    GBP41            GBP19.99
  Brest       GBP34            GBP19.99
  La Rochelle GBP54            GBP29.99
  Poitiers    GBP54            GBP29.99
  Limoges      GBP52          GBP29.99
  Murcia       GBP85          GBP39.99
  Jerez        GBP75          GBP39.99


* These routes will, subject to resolution of staff issues, be
available for sale on www.ryanair.com from Wednesday, March 12
2003.

Up to 400 Redundancies in Buzz
The one unfortunate feature of this reorganisation is the
substantial number of redundancies, which will be necessary. Up
to 400 positions will be made redundant, and these will include
in the main Head Office, sales and administrative staff,
approximately 25% of pilots, up to 80% of cabin crew (as it is
intended that the 737's will be crewed by Ryanair's in-flight
staff), all cargo and group sales staff, and approximately 50% of
the current Buzz Ground Ops. people at Stansted. These people
have made a valuable contribution to the development of Air UK,
KLM UK and Buzz and it is not their fault that Buzz is currently
losing enormous amounts of money and cannot compete effectively
in the marketplace. Nevertheless Ryanair will be encouraging
these people to apply directly for vacancies which will continue
to arise in Ryanair over the coming year or more as Ryanair's own
fleet operations continue to grow strongly both in the UK and at
our seven other bases in Europe.

Increase pay and productivity allowances for remaining 200 staff
Buzz today has also announced that the remaining 200 staff from
1st April 2003 will be offered new contracts with significant
increases in the rates of pay, productivity allowances, as well
as improved terms and conditions. These jobs will enjoy enhanced
job security, better promotion prospects, new aircraft and
training opportunities and improved flight concessions.


Summary
The management of Buzz will be meeting with staff groups and
representatives as part of the ongoing consultation process. They
will be presenting the stark realities of Buzz's financial
crisis, and the worsening trading outlook for Buzz given the
prospect of war in the Middle East, the intensity of competition
Buzz faces from low fares airlines in the German and French
markets, and the escalating cost of fuel. The management of Buzz
believe that the core of the Buzz operation can be saved, but
only by increasing frequencies on a core of 12 routes, massively
reducing air fares, and increasing traffic and load factors as
well as staff productivity. The staff representatives will also
be left in no doubt of the seriousness of Buzz's financial crisis
and that the alternative to this reorganization will be the
closure of Buzz altogether on 31 March next.


CABLE & WIRELESS: Class Law Joins U.S. Class Action Suit
--------------------------------------------------------
U.K.-based Class Law has joined the class action suit lodged by
San Francisco-based Milberg Weiss Bershad Hynes & Lerach against
Cable & Wireless Plc.

The action which alleges that C&W made false statements about its
finances by failing to disclose a potential tax liability has
been widened to include KPMG, C&W's auditors, as well as Graham
Wallace, former chief executive, Ralph Robins, former chairman,
deputy chief executive Robert Lerwill, and David Prince, finance
director.

West Virginia Investment Management Board and State Universities
Retirement System of Illinois lead the plaintiffs in claiming up
to US$3 billion in damages, the Financial Times said.

In addition to the claims that C&W failed to disclose a potential
tax liability of GBP1.5 billion resulting from the sale of its
One2One mobile arm to Deutsch Telecom AG three years ago, the
action also asserts that the British company also failed to
declare "billions of dollars worth of property lease commitments"
totaling GBP2.2 billion.

The action will further deal on so-called "capacity swaps"
whereby telecom operators sell network capacity to rivals.


COLT TELECOM: Announces Results for Three Months and 2002
---------------------------------------------------------
HIGHLIGHTS

-  Turnover exceeds GBP1 billion
-  Turnover up 13.9% (excluding infrastructure sales in 2001)
    to GBP1,027.2 million
-  Turnover up 9.3% to GBP263.2 million in fourth quarter
-  Gross margin before depreciation improves from 28.7% to 33.2%
in fourth quarter
-  Bond buyback exceptional gain of GBP101.7 million
-  Exceptional non-cash impairment charge of GBP551.0 million in
2002
-  EBITDA (1) in 2002 up 190% (excluding infrastructure sales in
2001) to GBP71.5 million
-  EBITDA (1) up 290% to GBP27.7 million in fourth quarter
-  Net cash inflow from operating activities in 2002 up 251% to
    GBP139.3 million
-  Strong liquidity position with cash and liquid resources of
    GBP934.9 million
-  Directly connected network and eBusiness customers up 36% to
15,523
-  Staff levels including temporary and contract workers reduced
by nearly 15% to 4,855

Commenting on the results COLT Telecom Group Chairman Barry
Bateman said: "While the operating environment has been, and
remains, challenging COLT has continued to make progress.

"2002 was a milestone year for COLT with turnover breaking the
billion pound barrier. Turnover at GBP1,027.2 million for the
year and GBP263.2 million for the fourth quarter increased by
13.9%, excluding infrastructure sales in 2001, and 9.3%
respectively. The combination of turnover growth and ongoing cost
containment resulted in improved gross margins before
depreciation and exceptional items of 30.5% and 33.2% for the
year and quarter respectively. We achieved an almost three-fold
increase in EBITDA(1) to GBP71.5 million for the year and an
almost four-fold increase in EBITDA(1) to GBP27.7 million for the
fourth quarter.

"Capital expenditure was GBP412.1 million for the year, including
GBP72.4 million for the fourth quarter, compared with GBP804.3
million for 2001 and GBP219.1 million in the fourth quarter of
2001. This substantial reduction reflects the completion of the
infrastructure construction phase of our development. We
anticipate capital expenditure during 2003 to be between GBP220
million and GBP270 million.

"We do not underestimate the challenges we will face in 2003.
However, with GBP934.9 million of cash and liquid resources at
the end of the year, our reputation for excellent customer
service and the action we have taken to refocus COLT for its next
phase of growth, we are well positioned to make further progress.
We remain on track to achieve our objective of becoming free cash
flow positive during 2005."

Steve Akin, COLT's President and Chief Executive Officer added:
"During 2002 we saw further belt tightening by our customers as
they adjusted their spending on telecommunication services
reflecting their own business prospects and the economic outlook
generally. "Nonetheless COLT continued to make progress in
growing revenues, improving margins and winning new customers.

"COLT continues to be recognized as a company which excels in
customer service. We now have 15,523 directly connected and
eBusiness customers, an increase during 2002 of 36%. Another
measure of our success was that we connected a further 1,395
buildings to our networks bringing the total to 9,238. We also
grew our high bandwidth services increasing private wire VGEs by
33%. We have continued to expand our IPVPN customer base and at
the end of the year had 433 customers and served 1,989 sites.
However, as well as winning new business we have reduced our
exposure to business that was not producing the desired level of
margin, particularly in the wholesale switched segment.

"Among major customer wins during the fourth quarter were SWIFT,
the supplier of secure messaging services to the financial
industry, Zurich Financial Services and Banco de Portugal. COLT
has also provided an IPVPN solution for SwapsWire, creating the
world's first IP-based electronic dealing network for the OTC
derivatives market. An important new customer for COLT's range of
very highbandwidth services including SDH links from 155Mb/s to
2.5Gb/s and Ethernet links from 10 Mb/s up to 1 Gb/s was Atos
Origin, the IT services provider. A contract for the provision of
a 140 site IPVPN was awarded by HVB Info, a subsidiary of
Hypovereinsbank, the second largest bank in Germany. COLT also
continued to achieve success in the government sector with an
important new contract with the French Ministry of Agriculture
for video streaming services.

"We have repositioned COLT to ensure that we have the right
organization structure, systems and people to deliver the returns
on the investment that has been made in our network
infrastructure and existing customer base. At the same time we
are ensuring that we can continue to grow and take advantage of
the opportunities in this tough but exciting market place. We
have refocused the organization from one which was right and
necessary as we entered new geographic markets and built out our
network infrastructure to one that is more suited to harvesting
that infrastructure; developing our portfolio of advanced
services; extending our globalreach and growing profitable market
share.

"At the same time as reorganizing for the next phase of growth we
have taken a long hard look at our cost structure and have
identified a number of areas where we can improve efficiency as a
result of the changes to the way we are running our business.
From our peak staffing levels of approximately 5,700 people,
including355 temporary and contract workers, we are well along
the path to reducing numbers to approximately 4,300 during 2003
resulting in estimated full year savings during 2004 of
approximately GBP60million. At the end of 2002 we had 4,855
employees including 171temporary and contract workers.

"2002 was a tough year and there are no signs that the going will
be any easier in 2003. We will have to work harder to win new
business. That said, COLT is better positioned than most. I
believe we can continue to make further progress in 2003 and
beyond."

To see latest financial statement:
http://bankrupt.com/misc/ColtTelecom.htm

CONTACT:  COLT Telecom Group plc
          John Doherty, Director Investor Relations
          E-mail: jdoherty@colt.net
          Phone: +44 (0) 20 7390 3681


CORUS GROUP: Market Demand for Liquidation Pressures Shares
-----------------------------------------------------------
Shares in Anglo-Dutch steelmaker Corus were under pressure on
warnings that the market was expecting a liquidation, and on
reports that help had been sought in case such scenario happens.

The shares went down 19% to 121/2p as Schroder Salomon Smith
Barney suggested such demand.  According to The Times, the
stockbroker said the market is expecting a "worst case
liquidation" and asset sale for troubled Anglo-Dutch steelmaker,
Corus.

The article also carried reports that the ISTC union, the main
union at the company, have been seeking the support of Patricia
Hewitt, the Trade and Industry Secretary, in case the company
goes out of business.

The reports added pressure to the already battered shares of the
company, which has been struggling to sell its aluminum business
to France's Pechiney with the hope of reviving the business.

It is known that the Dutch workers are against the sale on
grounds that the management has failed to meet certain
obligations to the Dutch side of the business, including certain
investment pledges.

The extended period with which the Dutch management is taking to
submit its recommendation is perceived as a possible indication
that it is planning to abort the deal.

Yet, even if the Dutch management approves the sell-off, it still
plans to deprive the UK operations with the proceeds by funding
redundancies only, the report says.

CONTACT:  CORUS GROUP
          Corporate Relations
          Phone: +44 (0) 20 7717 4502/4505
          Corus Investor Relations
          Phone: +44 (0) 20 7717 4503/4504
          Credit Suisse First Boston
          Stuart Upcraft/Hugh Richards
          Phone: +44 (0) 20 7888 8888


HOLMES PLACE: Warns of Delay in New Banking Arrangements
--------------------------------------------------------
Following the trading statement on January 10, 2003, the Board is
now in a position to give a further update.

Trading in the final few weeks of 2002 was weaker than expected
and the 2002 year-end membership position of circa 259,000 was
marginally below the Board's expectations. The Board re-confirms
that the Group's results for 2002 will be significantly below its
earlier expectations and that it has incurred certain re-
organisation, re-structuring and other exceptional charges in the
year ended December 31, 2002. These charges in part relate to
costs incurred following the operational review discussed below.

Since the year-end, trading in a number of the Group's U.K. clubs
has exceeded budget, however various clubs, particularly in the
City of London and certain mature clubs facing local competitive
pressure, have performed poorly such that they are expected to
negatively impact the outcome for the year as a whole. In
Continental Europe, trading in Spain and Switzerland remains
satisfactory, while membership numbers in Germany and Austria
continue to improve albeit from a lower base. In Portugal,
January was disappointing, however during February membership
numbers have shown signs of improvement. Pre-opening sales for
new clubs both in the UK and Continental Europe remain strong,
particularly in Hamburg and Salzburg, a reflection of their
excellent regional locations.

Given these early trading indications for 2003 and the lower than
predicted opening membership position, the Board has conducted a
review of its expectations for the current year and now believes
that the outcome is likely to be significantly below the Board's
previous expectations.

Financing
On January 10, 2003, the Board announced that it had been in
discussions with its banks to ensure the Group's banking
covenants were brought in line with the Board's revised
expectations and that documentation of the agreed changes was
expected to be completed shortly. Given the further changes in
the Group's trading outlook, the Board has discussed its revised
projections with the Group's lead bank. The process of
documenting the changes previously agreed with the banks will now
need to be extended in order to negotiate and document further
changes to the Group's banking arrangements that are likely to be
required.

The pressure on the Group's banking arrangements is partly a
consequence of a large proportion of the Group's facilities
having been drawn down in respect of clubs which are now either
currently under development (but not yet open) or which have only
recently been opened and not yet reached critical mass. In order
to relieve this pressure, the Board has taken steps to scale back
its new club opening program. In 2001 and 2002 the Group opened a
total of 19 clubs and in 2003 the Group expects to open 11 clubs;
it is expected that a total of 15 clubs will be opened in 2004
and 2005.

With the reduced profile of new club openings beyond 2003, the
Directors believe that the passage of time will allow recently
opened clubs to develop towards their full potential and should
result in a marked improvement in overall Group profitability and
cash generation.

Operational review
Towards the end of 2002, Lee Ginsberg, Deputy Chief Executive and
Finance Director conducted an operational review of the business.
Following this review, substantial management changes and
operational improvements have been implemented that are expected
to deliver increased efficiency as well as an improved service to
Holmes Place members. Cost savings from these measures will begin
to come through during the course of this year and will be fully
realised in 2004. Other measures, which will be implemented under
this review, include the previously announced reduction of new
club openings either through delay or cancellation; addressing
the cost of developing new clubs to make them substantially more
cost effective without affecting the quality of the facilities or
services offered; and the possible disposal of non-core assets.
The Board will continue to identify and implement further areas
where cost savings can be achieved.

Corporate activity
Further to the announcement on 6 February 2003, the Board can
confirm that discussions are continuing with an interested party
under the terms of the exclusivity arrangements referred to in
the announcement on 10 January 2003, which may or may not lead to
an offer being made for the Company. The Board believes that the
due diligence period of the interested party is likely to extend
for a number of weeks.

As a result of the factors referred to above, the publication of
the Company's preliminary results for the year ended 31 December
2002 is likely to be delayed.

Hawkpoint Partners Limited, which is regulated in the United
Kingdom by The Financial Services Authority, is acting
exclusively for Holmes Place in connection with any offer and no
one else and will not be responsible to anyone other than Holmes
Place for providing the protections afforded to clients of
Hawkpoint Partners Limited or for giving advice in relation to
any offer or in relation to the contents of this announcement or
any transaction or arrangement referred to herein.

CONTACT:  HAWKPOINT PARTNERS LIMITED
          Phone: 020 7665 4500
          Contact:
          Christopher Darlington
          Tom Bayne

          HUDSON SANDLER
          Lesley Allan
          Wendy Baker
          Phone: 020 7796 4133


INVENSYS PLC: Plans to Undertake Further Asset Disposals
--------------------------------------------------------
U.K.-based engineering group Invensys plans to counter growing
pension liabilities and collapse in sales with a new round of
asset disposals, reports say.

The unsourced report came as investors worry about the group
breaking banking covenants aimed at securing a GBP1.5 billion of
remaining debt due to an estimated GBP400 million pensions
deficit and a tepid trading performance.

While the company reassured in its February 14 trading statement
it would not break covenants, the report noted that the group's
contingency plan involves further large disposals on top of the
EUR1.8 billion worth of sell-offs between May and November last
year.  The disposals enabled Invensys to repair its balance sheet
ahead of schedule.

"You have to take the worst possible scenario on trading and the
worst possible view of our potential pension payments to get
close to (breaking) the covenant," one executive is cited as
saying. "But the company would not let that happen. There are
alternatives."

The sell-off is believed to involve the company's development
division, which has annual sales of about GBP700 million and
operating profits of GBP60 million.

CONTACT:  INVENSYS PLC
          Invensys House, Carlisle Place
          London SW1P 1BX, United Kingdom
          Phone: +44-20-7834-3848
          Fax: +44-20-7834-3879
          Home Page: http://www.invensys.com
          Contact:
          Lord (Colin) Marshall, Chairman
          Richard Haythornthwaite, CEO
          Dan Leff, COO, Energy Management


LEGGMASON INVESTORS: Liquidators Apply for De-listing of Shares
---------------------------------------------------------------
Leggmason Investors Strategic Assets Trust PLC (in liquidation)
and Leggmason Investors Strategic Assets Securities PLC (in
liquidation)

The joint liquidators of the above companies wish to announce
that they have applied to the London Stock Exchange for the
ordinary 1 pence shares and zero dividend preference 1 pence
shares ('the Shares') of the companies to be removed from the
official list of the London Stock Exchange. The London Stock
Exchange has agreed that the shares be de-listed with effect from
27 March 2003.

CONTACT:  KPMG
          Alan Hurley
          or
          James Eldridge
          Phone: 020 7694 3409/3146


MIDLAND AND SCOTTISH: Devonshire Holdings Recommends Cash Offer
---------------------------------------------------------------
Devonshire Holdings Limited announces that the Offer by
Devonshire to acquire the whole of the issued share capital of
Midland and Scottish Resources PLC (in liquidation) ('MSR') and
MSR Loan Notes has been declared wholly unconditional.

Devonshire announces that as at 3.00 p.m. on 25 February 2003,
being the first closing date of the Offer, valid acceptances had
been received in respect of a total of 118,671,307 MSR Shares
representing approximately 57.12 per cent of the issued MS
Shares.

These acceptances include valid acceptances in respect of 48,635
MSR Shares representing approximately 0.02 per cent. of the
issued MSR Shares pursuant to irrevocable undertakings to accept
the Offer given by the directors of MSR as disclosed in the Offer
Document.

In addition Devonshire announces that as at 3.00 p.m. on February
25, 2003, being the first closing date of the Offer, valid
acceptances had been received in respect of a total of
o24,672,000 MSR Loan Notes representing approximately 70.49 per
cent. of the MSR Loan Notes.

Acceptances in respect of the MSR Shares and MSR Loan Notes
together represent 58.34 per cent. of the aggregate of the total
number of MSR Shares and MSR Shares into which the Loan Notes
would convert.

Save as mentioned above, neither Devonshire nor any person acting
in concert with it held any MSR Shares or rights over such shares
prior to the Offer Period and neither Devonshire nor any person
acting in concert with it has acquired or agreed to acquire any
MSR Shares during the Offer Period.

The Offer will remain open for acceptances for a further 14 days
until 3.00 pm on Tuesday March 11, 2003. The Offer will close at
3.00 pm on Tuesday March 11, 2003.

MSR Shareholders who wish to accept the Offer, and who have not
done so, should return their Form of Acceptance as soon as
possible to Melton Registrars Limited, PO Box 30, Cresta House,
Alma Street, Luton LU1 2PU.  Additional Forms of Acceptance are
available from Melton Registrars Limited, PO Box 30, Cresta
House, Alma Street, Luton LU1 2PU who can be contacted on 01582
405333.

Terms defined in the Offer Document dated 4 February 2003 have
the same meaning in this announcement unless the context
otherwise requires.

26 February 2003

CONTACT:  GRANT THORNTON CORPORATE FINANCE
          Financial Adviser to Devonshire Holdings Limited
          Contact:
          Gerald Beaney
          Phone: 0870 991 2589

          NABARRO WELLS & CO. LIMITED
         John Robertson
         Phone: 020 7710 7400


PIZZAEXPRESS PLC: Luke Johnson to Present EUR266 Million Offer
--------------------------------------------------------------
Luke Johnson, who along with Hugh Osmond once formed one of the
UK's best-known business partnerships, is reportedly set to
launch a recommended EUR266 million bid for PizzaExpress, a
decade after the duo floated the restaurant company on the stock
market.

Teamed up with former chief executive Ian Eldridge, Mr. Johnson
is understood to have offered about 370p a share with backing
from private equity firm ABN Amro Capital.  He is being advised
by Hawkpoint Partners.  Royal Bank of Scotland and HSBC have been
mooted as possible debt providers.

The bid beat a rival offer from Pizza Express' management team,
led by chief executive David Page and backed by PAI Management,
the French venture capital firm.  Mr. Page, who is known to have
fallen out with Mr. Johnson when they worked together, is
believed to have offered about 340p a share.

Mr. Johnson is expected to enter into exclusive talks with Credit
Suisse First Boston, the investment bank handling the sale, and
the non-executive directors of Pizza Express, who are managing
the bid process.

Speculations indicate that Mr. Johnson may become chairman of the
company, and Ian Eldridge will accordingly resume the role he
held until his sudden departure last year.

Mr. Page, on the other hand, is unlikely to stay on for very
long, analysts say.

None of the parties involved could be reached for comment.

Struggling PizzaExpress put the business up for sale after
receiving an approach from Mr. Osmond in November. Its shares,
which were trading at 921p a year ago, fell by 6p to 331«p.

CONTACT:  PIZZAEXPRESS PLC
          1 Union Business Park
          Florence Way
          Uxbridge
          UB8 2LS
          Contacts:
          Nigel Colne, Chairman
          David Page, Chief Executive
          Paul Campbell, Group Finance Director
          Phone: 01895 618618
          Sue Pemberton, Citigate Dewe Rogerson
          Phone: 020 7638 9571


ROYAL & SUNALLIANCE: Fitch Maintains Rating Watch Evolving
-----------------------------------------------------------
Fitch Ratings, the international rating agency has lowered the
Insurer Financial Strength (IFS) rating of Royal & Sun Alliance
Lenders Mortgage Insurance Limited (R&SALMI) to 'A' Rating Watch
Evolving from 'A+' Rating Watch Evolving.

The action follows Fitch's decision to lower the IFS rating of
Royal & Sun Alliance Insurance PLC (RSAIP) to 'BBB+' with a
Negative Outlook from 'A-' (A minus). The decision to lower
RSAIP's IFS rating reflects Fitch's increasing concern over its
ability to execute its wide-ranging strategy aimed at improving
capitalisation, including the initial public offering (IPO) of
the majority of its Asia-Pacific operations, whilst a number of
internal and external factors significantly hinder its plans.

These factors include; a possible need to further strengthen
reserves from US casualty writings between 1997-2001, concerns
over the adequacy of RSAIP's asbestos-related reserves, and the
impact of UK insurance company pension scheme deficits on
capitalisation. While R&SALMI continues to display strong stand-
alone risk based capitalisation, with explicit support provided
by its Australian parent, Royal & Sun Alliance Insurance
Australia Limited, the lower RSAIP IFS rating nevertheless
necessitates a lowering of R&SALMI's own rating. R&SALMI's rating
has been maintained on Rating Watch Evolving pending the intended
IPO of the Asia Pacific operations.

The Rating Watch will be resolved once the sale has been
successfully completed and the capital position of and support
for R&SALMI have been clarified. Fitch uses Rating Watch Evolving
in cases of events that could have a meaningful financial impact
on the rated company, and may result in the rating being raised,
lowered or maintained. Ultimate rating decisions are based on
Fitch's judgment as to how the event will influence the company's
prospective financial profile.


ROYAL & SUNALLIANCE: RMBS With R&SA Mortgage Insurance Affirmed
---------------------------------------------------------------
Fitch Ratings, the international rating agency, has affirmed at
'AA-' ('AA minus') Rating Watch Evolving the subordinated
tranches of 28 Australian RMBS transactions that have Royal & Sun
Alliance Lenders Mortgage Insurance Ltd (R&SALMI) as a provider
of lender's mortgage insurance (LMI). The affirmations follow
Fitch's downgrade of the Insurer Financial Strength rating of
R&SALMI to 'A' Rating Watch Evolving from 'A+' Rating Watch
Evolving.

The affirmation is based on R&SALMI's reinsurance arrangement for
an initial period of six months beginning November 2002, with an
appropriately rated counterparty, to maintain the 'AA-' ('AA
minus') ratings on the subordinated tranches.

The subordinated tranches have been placed on Rating Watch
Evolving until R&SALMI has been successfully sold and the capital
position of and support for R&SALMI has been clarified.

The transactions affirmed are: ARMS II Euro Fund I ARMS II Euro
Fund II ARMS II Euro Fund IV ARMS II Euro Fund V ARMS II Fund III
ARMS II Fund VI ARMS II Fund VIII ARMS II Fund XII Interstar
Millennium Series 2000-2 Trust Interstar Millennium Series 2000-
3E Trust Interstar Millennium Series 2000-5 Trust Interstar
Millennium Series 2001-1E Interstar Millennium Series 2001-2
Trust Interstar Millennium Series 2002-2 Trust Kingfisher Trust
2001-1G PUMA Masterfund E-2, Series 1 PUMA Masterfund E-3, Series
1 and 2 PUMA Global Trust No. 1 PUMA Global Trust No. 2 RAMS
Mortgage Corporation Limited, Series 5E RAMS Mortgage Corporation
Limited, Series 6E RAMS Mortgage Corporation Limited, Series 7E
(I) RAMS Mortgage Corporation Limited, Series 8 RESIMAC 2001-1
Trust Series 2001-1 TORRENS Trust Series 2002-1 TORRENS Trust
Westpac Securities Administration Limited, Series 1998-1G WST
Trust Westpac Securities Administration Limited, Series 1999-1G
WST Trust


SPORTS CONNECTION: Unloads Remaining Stores to Original Shoe
------------------------------------------------------------
Sports Connection, a sports retailer that succumbed into
receivership late in January with debts of more than GBP25
million, sold its 18 remaining stores to Ayrshire's Original Shoe
Company for GBP3 million.

The transaction will see 120 jobs dismissed, and six stores
closing immediately, including Aberdeen, Paisley, and two in
Glasgow.  The closures and job dismissals are in addition to the
shut down of 13 shops, and the 100 job cuts when KPMG receivers
took over management of the company.

Blair Nimmo, KPMG's head of corporate recovery in Scotland, while
expressing his regret over the closures consoled that the step
"enabled us to protect a significant number of jobs".

The deal will be able to secure 210 jobs and maintain the open
trading of 24 stores under the Sports Connection name.  Around
116 employees, though, will ultimately be made redundant,
according to David Hammond, managing director of Original Shoe,
which specializes in clothing and footwear retail.  Equity
finance firm Aberdeen Murray Johnstone financed him on the
acquisition.

"It would have been great to sell all the stores but
realistically there are just too many loss-making shops. It is
important to point out that having closed 13 of the loss-making
stores we have been able to slim down the business's cost base,
making it a more attractive and viable proposition to potential
purchasers," Mr. Nimmo said.

Sports Connection is Scotland's largest sports retailer with 43
stores and a turnover of GBP40 million.  It was previously owned
by majority shareholder and managing director Paul Stern.


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

     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, Ma. Cristina Canson, and Laedevee
Gonzales, Editors.

Copyright 2003.  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.


                  * * * End of Transmission * * *