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

                           E U R O P E

            Monday, August 11, 2003, Vol. 4, No. 157


                            Headlines


A U S T R I A

RHI AG: Seeks US$55 Million Payment from Honeywell, Halliburton
RHI AG: Sees Positive Earnings Outlook Despite Weak U.S. Dollar


F R A N C E

ASSURANCES GENERALES: Sells Belgian Banking Unit to ING Belgium
ALSTOM SA: French Govt Faces Difficulty Justifying State Aid
FRANCE TELECOM: Fitch Upgrades Senior Unsecured Rating to 'BBB'
RHODIA SA: Talks to Resolve Pension Row Fail; Strike Continues


G E R M A N Y

ADCON TELEMETRY: Recapitalization Steps Burden Q2 Results
DAB BANK: Achieves Targeted Turnaround Ahead of Schedule
DEGUSSA AG: Settles Appraisal Proceedings in Special Court
INFINEON TECHNOLOGIES: Successfully Develops New SoC IC with UMC
PRO DV: Expects Full-year Operating Results to Remain Negative

PROSIEBENSAT.1 MEDIA: U.S. Investor Wants Takeover Terms Changed
PROSIEBENSAT.1 MEDIA: Pre-tax Income Doubles in Second Quarter
TRANSTEC AG: Sales Decline Due to Weak Demand in IT Sector
WESTLB AG: To Sell London Principal Finance Business Separately
WINTER AG: Earnings Still Negative, But Restructuring Takes Hold


H U N G A R Y

KERESKEDELMI ES HITELBANK: State Scolds Watchdog, Promises Help


P O L A N D

BANK PEKAO: Pekao Leasing Capital Increase Approved
ELEKTROWNIA TUROW: Fitch Places Rating on Watch Negative


R O M A N I A

IRIS SA: New Owner to Restart Production in Three Months


S L O V E N I A

* Banks Prepared for 'Shocks' Expected in E.U. Integration


S W E D E N

INTRUM JUSTITIA: Blames Theft for Accounting Irregularities
SKANDIA: Shifts in Stocks, Interest Rates to Influence Results


S W I T Z E R L A N D

SWISS INTERNATIONAL: Inks New Collaboration Model with Swissport
SWISS LIFE: Sells Life Insurance Business in Spain to VidaCaixa


U N I T E D   K I N G D O M

AMP LIMITED: Clarifies Details of Internal Management Report
ARTHUR SANDERSON: Falls Into Administrative Receivership
BRITISH AIRWAYS: To Halve Birmingham Network Services
BRITISH AIRWAYS: Online Booking Record Breaks Previous Records
BRITISH ENERGY: Issues Output Statement for July

EDINBURGH FUND: Trust's Exposure to EIC May Climb to GBP5.9 Mln
ELDRIDGE POPE: SDA Limited Tenders Offer for Ordinary Shares
ELDRIDGE POPE: Clarifies Unsolicited SDA Limited Offer
FILTRONIC PLC: Corporate Credit Rating Cut on Liquidity Concerns
HOLMES PLACE: Official Listing on London Bourse Cancelled

ROYAL MAIL: To Submit Disputed Pay Hike Offer to Arbitration
SAFEWAY PLC: Wal-Mart Accused of Influencing Anti-trust Probe
YELL GROUP: Announces Exercise of Over-allotment Arrangements


                            *********


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


RHI AG: Seeks US$55 Million Payment from Honeywell, Halliburton
---------------------------------------------------------------
In early 2002, RHI initiated the split from all its refractories companies
in the USA due to asbestos-related problems.  These companies were
deconsolidated at December 31, 2001, and RHI successfully implemented the
required capital restructuring.

As a result of the steps taken by the U.S. management, North American
Refractories Co. and Global Industrial Technologies Inc. have been operating
under Chapter 11 and reorganization proceedings since 2002.  On July 31,
2003 the plans of reorganization for the North American Refractories Co. and
Global Industrial Technologies Inc. groups were filed with the court in
Pittsburgh.  Thus, another important step has been taken towards completing
the Chapter 11 proceedings successfully.

RHI and the parties involved in the Chapter 11 proceedings are reviewing the
legal and economic implications of the plans.

From RHI's viewpoint, the submitted reorganization plans give rise to direct
payment claims against Honeywell and Halliburton resp. its subsidiary
Dresser Industries Inc. (now DII), totaling US$55 million, which had been
agreed individually with the above mentioned former owners early 2002.

While Honeywell is willing to honor the agreement -- although it still has
some concerns regarding the plans in detail -- Halliburton has already
announced that it has no intention of paying.  Since, in RHI's view, all the
conditions have been fulfilled to make the amounts payable, legal action
will be brought against Halliburton resp. Dresser to collect the due
installment of US$35 million.


RHI AG: Sees Positive Earnings Outlook Despite Weak U.S. Dollar
---------------------------------------------------------------
In the first half of 2003 group sales revenue amounted to EUR613.4 million
(previous year: EUR670.1 million); the decline results primarily from the
sale of Engineering as of June 30, 2002. EUR516.7 million (previous year:
EUR526.2 million) of consolidated sales revenue was accounted for by RHI
Refractories; the slight drop is exclusively due to the significant change
in the U.S. dollar/euro relation over the past year.  Refractories EBIT
amounted to EUR59.2 million in the reporting period (previous year: EUR54.0
million); the EBIT margin in RHIs core business thus reached a good 11.5%
despite the negative effects of the weak U.S. dollar, following 10,3% in the
previous year.

Insulating reported sales revenues of EUR77.4 million (previous year:
EUR77.8 million), which were still slightly below the figure of the previous
year because of limited construction activities at the beginning of the year
due to low temperatures.  EBIT in the Insulating Division, at EUR1.1 million
(previous
year: EUR0.4 million), exceeded the level of the previous year due to
positive restructuring and cost-cutting effects and despite adverse market
conditions.

The group's EBIT was EUR53.9 million (previous year: EUR50.3 million) in the
first half of 2003; RHI thus confirms the turnaround of the year 2002.

Further IAS key figures in the first half: financial result
-EUR21.1 million (previous year: -EUR21.1 million), EBT EUR32.8 million
(previous year: EUR29.2 million), result before minorities EUR21.0 million
(previous year: EUR19.5 million), net income after minorities EUR18.2
million (previous year: EUR16.6 million), earnings per share EUR0.91
(previous year: EUR0.83).

The group's equity, which was still negative, improved by EUR38.6 million at
June 30, 2003; financial payables were reduced by EUR27.0 million to
EUR343.7 million in the first half.

Despite the weak U.S. dollar as compared to 2002, the earnings outlook for
2003 is still positive due to RHIs good competitive position, the good
earnings development to date and not least the stable level of incoming
orders.  RHI once again expects good results for 2003.


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


ASSURANCES GENERALES: Sells Belgian Banking Unit to ING Belgium
---------------------------------------------------------------
AGF Belgium has reached an agreement to sell its subsidiary, AGF Belgium
Bank, to ING Belgium.  This transaction is part of AGF Group's strategy to
refocus on its core businesses -- life insurance and property & casualty
insurance -- and to optimize its allocation of capital.  The sale will allow
AGF Group to reduce by EUR45 million the capital allocated to the Belgium
activities.

Until now, AGF Belgium Bank has supported AGF Belgium's activities by
distributing banking products and services through a network of 250
independent agents.  As of December 31, 2002, AGF Belgium Bank had savings
deposits of EUR536 million and EUR333 million in outstanding loans,
including EUR268 million in mortgage loans.  The Bank posted a small loss in
2002.

Although banking products and services are an integral part of AGF Group's
strategy to offer a comprehensive range of insurance and financial services,
maintaining control of AGF Belgium Bank is no longer warranted.  Moreover,
AGF Belgium Bank did not have the necessary critical mass.

As a result, AGF Belgium chose a partner for its banking arm that shares its
vision of support to an independent brokerage network and offers a
high-quality range of banking services to that network.

AGF Belgium has chosen to sell its AGF Belgium Bank subsidiary to ING
Belgium.  In a later phase, AGF Belgium Bank's activities will be merged
with Record, the second-largest Belgian banking division of the ING Group.
As a savings bank, Record does not distribute or promote insurance products.

The sale will take effect after the due diligence period and after approval
by the 'Commission Bancaire et Financiere', the Dutch Finance Ministry and
the 'Conseil de la Concurrence'.

                     *****

Net profits of Assurances Generales went down 63% last year due
to an almost EUR1 billion share writes-off and poor earnings from its core
property and casualty business.

CONTACT:  AGF
          Jean-Michel Mangeot
          Phone: 33 (0)1 44 86 21 25
          E-mail: jean-michel.mangeot@agf.fr

          Marc de Ponteves
          Phone: 33(0) 1 44 86 20 99
          E-mail: marc.de_ponteves@agf.fr

          Vincent Foucart
          Phone: 33 (0)1 44 86 29 28
         E-mail: vincent.foucart@agf.fr


ALSTOM SA: French Govt Faces Difficulty Justifying State Aid
------------------------------------------------------------
Germany's reluctance to support its own distressed companies might make it
difficult for France to justify its move to help troubled engineering group,
Alstom.

German government officials told Financial Times Deutschland the reason is
that German companies are not looking forward to receiving help from the
government, although they too, are facing difficult market conditions.
Among those struggling against tough crisis is Siemens, Alstom's main
competitors in the fields of transport systems and power generation.

France's Finance Minister Francis Mer previously called on his German
counterpart, Hans Eichel, to support Paris' EUR2.8 billion (US$3.18 billion)
bailout of Alstom.  But Mr. Eichel, who confirmed receiving a personal call
from Mr. Mer, rejected the call, according to German officials.  It was not
known, however, whether Mr. Eichel, will actively oppose the move, according
to the report.  Mr. Mer is understood to have also called the finance
ministries in Spain, Luxembourg and the U.K.

France could face investigation for breaching E.U. rules on state aid, which
could take up two years.  It will be barred from participating in a bailout
while the probe is undergoing, but if it goes on with its plan, it may still
get the approval afterwards.   The European Commission again insisted France
notify Brussels' competition directorate of its rescue plan.


FRANCE TELECOM: Fitch Upgrades Senior Unsecured Rating to 'BBB'
---------------------------------------------------------------
Fitch Ratings, the international rating agency, has upgraded France Telecom
SA's Senior Unsecured rating to 'BBB' from 'BBB-' and its Short-term rating
to 'F2' from 'F3'.  The Rating Outlook remains Positive.

The rating action reflects the successful execution of the refinancing and
recapitalization plan announced in December 2002, which had triggered a
change in Outlook to Positive from Stable.  Thanks to the late 2002/early
2003 bond issues totaling c. EUR9 billion, the March 2003 rights issue of
EUR15 billion and the extension of the EUR5 billion syndicated credit
facility to February 2006 from February 2003, FT is now in a position to
cover its liquidity needs until at least FYE04.  The proceeds of the EUR15
billion right issues have also enabled the company to strengthen its balance
sheet.  On a pro forma basis, assuming that the rights issue took place in
December 2002 instead of March 2003, net debt to EBITDA would have been 3.6x
compared to 4.6x on a reported basis.

Fitch's rating action also recognizes that the "TOP" (total operating
performance) operating efficiency program is well on track providing good
visibility on 2003 operating performance.  FT announced that H103 TOP
performances were above expectations in terms of operating expenses and
capex, savings have been made in both French fixed-line operations and
Orange mobile operations.  However, the reduction in working capital was
below expectations due to a reduction in trade payables.  As a result, the
company has confirmed its guidance for FY03 that includes EBITDA of EUR16.8
billion (before restructuring and early retirement costs), a net free cash
flow in excess of EUR4 billion and a reported net debt to EBITDA ratio of
below 3x. Fitch expects leverage and coverage ratios adjusted for leases,
securitization of receivables, vendor credits and 30% of the company's TDIRA
(subordinated securities redeemable only in FT shares) to net debt to be
consistent with a 'BBB' rating at YE03.

The Positive Outlook signals that Fitch could consider a rating upgrade in
the next 12 to 18 months provided that FT's de-leverage and operating
efficiency plan continue as expected.  Paramount will be the TOP program's
ability to deliver results as the easiest gains may have already been
achieved.  However, Fitch gains comfort from the increase in de-leveraging
potential resulting from the disposal of Wind for approximately EUR1.5
billion signed in H103 and a potential reduction in tax paid at the Orange
SA level.  Fitch also noticed that FT launched sales growth initiatives
aimed at backing the credibility of its 3% to 5% (like-for-like) long-term
annual sales growth target for 2003/2005.


RHODIA SA: Talks to Resolve Pension Row Fail; Strike Continues
--------------------------------------------------------------
Rhodia workers will continue their strike action after the company failed to
back down on plans to close their pension scheme to new entrants.

ACAS talks between unions and Rhodia management broke down Wednesday last
week after the company refused to abandon its position.  Now strike action
planned by Rhodia workers at sites in Widnes, Merseyside and Oldbury in the
West Midlands will go ahead on dates in August and September.

Speaking [Thurs]day Derek Simpson, Joint General Secretary of Amicus, said:
"This is a real test for those companies who feel it's acceptable to cut
their own contributions and then react by closing their schemes when times
are more difficult.  It also demonstrates workers' very real commitment to
defend their own and their colleague's wages in retirement."

Roger Lyons, Joint General Secretary of Amicus: "It's regrettable that the
company has failed to shift their position at all.  Workers have not rushed
in to their decision to strike but have exhausted all other options.  They
recognize that the closure of their pension scheme threatens the benefits of
new employees coming into the company and is a nail in the coffin for their
final salary scheme in the longer term."

The move to industrial action follows failed union negotiations with Rhodia.
Workers at plants in Oldbury, Widnes and Bristol are angry that the decision
to end the current pension scheme comes after the company has enjoyed a
partial pensions holiday, dropping their contributions from 18% to 14% over
the last three years.

Trade unions Amicus, the GMB and T&G unions are all represented at Rhodia.

This is the first time British industrial workers have walked out to defend
pensions after strike threats previously forced BAE Systems and Rolls Royce
to back down over proposed benefits reductions.


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


ADCON TELEMETRY: Recapitalization Steps Burden Q2 Results
---------------------------------------------------------
Against the background of the start of far-reaching recapitalization
measures Adcon Telemetry reports consolidated sales of EUR4.61 million for
the first half of 2003 (compared to EUR7.55 million in the first half of
2002).  Due to the drop in sales as well as the recapitalization costs of
EUR3.49 million, EBITDA deteriorated to -EUR5.77 million (after -EUR1.23
million in the first six months of last year).  In light of high writedowns
and goodwill amortizations EBIT came in significantly lower and amounted
to -EUR22.83 million (after -EUR3.01 million in the first half of 2002).

Result significantly influenced by recapitalization EBITDA for the period
under report will be significantly burdened by writedowns of inventory
(EUR1.29 million) as well as further recapitalization costs of EUR1.24
million.  Writedowns on trade receivables amount to EUR0.96 million.

The deterioration in EBIT is primarily due to already announced goodwill
amortizations in the course of the Management Buy Out of the Dutch
subsidiary as well as extraordinary goodwill amortizations for the French
subsidiary, Adcon RF Technology S.A., totaling to EUR13.67 million.  The
necessary reassessment of the product portfolio as well as a reorientation
of R&D efforts will result in impairment charges on capitalized development
costs of approximately EUR1.60 million.

End of basic recapitalization expected for the end of Q3 2003
The efficient implementation of the measures, initiated by CEO Felix
Primetzhofer to restructure the Adcon group necessitate this on-time
balance-sheet adjustment.  The corrective measures will be largely
non-cash-effective.   The bigger part of the ongoing restructuring process
shall be completed by the end of the third quarter of 2003.

The final report for the first half-year of 2003 will be published on August
27, 2003.

CONTACT:  ADCON TELEMETRY
          DI Felix Primetzhofer
          Phone: 0043 (0)2243 38280-0
          E-mail: investor-relations@adcon.at
          Home Page: http://www.adcon.com


DAB BANK: Achieves Targeted Turnaround Ahead of Schedule
--------------------------------------------------------
With a pretax profit of EUR2.230 million (Q1/2003: -EUR0.776 million), DAB
bank AG, Munich, achieved Groupwide profitability in the second quarter of
2003, as announced.  Thus, the DAB bank has accomplished the results
turnaround with a Group-wide pretax profit of EUR1.454 million ahead of
schedule (first six months of last year, DAB bank AG: -EUR17.496 million).
DAB bank is sticking to its stated goal of generating at least break-even
results on the Group level for the full year 2003.

DAB bank's total income rose by more than EUR1 million in the second
quarter, to EUR30.084 million (Q1/2003: EUR28.807 million).  The
administrative expenses were further reduced by approximately EUR1 million,
to EUR22.591 million (Q1/2003: EUR23.495 million).  The higher net
commission income of EUR17.181 million (Q1/2003: EUR12.645 million) can be
attributed first of all to the higher transaction figures of 6.76
transactions per securities account and year (Q1/2003: 6.08).  Secondly, DAB
bank was successful in its product sales.  The number of securities accounts
under management in the Group held steady at 457,961 (Q1/2003: 458,117).
Customer assets under management rose to approximately EUR10.4 billion
(Q1/2003: EUR9.12 billion).

Key figures                           Q2/2003  Q1/2003  Q2/2002*
Accounts (number)                      457,961  458,117  426,565
Net new Customer (number)                 -156   -2,597   -1,824
Transactions (number)                  773,997  698,137  787,343
Transactions/Account/pa                   6.76     6.08     7.37
Assets under Management (EUR billion)     10.4     9.12     9.93
thereof in mutual funds (EUR billion)     4.37     3.93     4.30
Results
Net commission income (EUR million)     17.181   12.645   11.901
Net interest income (bef. prov.)(EUR MM)12.501    6.374    8.263
Adminstrative expenses (EUR MM)         22.591   23.495   28.834
Pretax profit (EUR MM)                   2.230   -0.776   -8.101
Earnings per share (EUR)                 0.02    -0.01    -0.07*


DEGUSSA AG: Settles Appraisal Proceedings in Special Court
----------------------------------------------------------
Degussa AG, Dusseldorf, has settled three pending special court appraisal
proceedings (Spruchverfahren) by mutual agreement with all applicants,
including the Schutzgemeinschaft der Kleinaktionare, an association of small
shareholders.  The specialty chemicals company was established in 1998 to
2001 by a combination of the activities of former Huls AG, Marl, former
Degussa AG, Frankfurt/Main, SKW Trostberg AG, Trostberg, and Goldschmidt AG,
Essen.  In all mergers, small shareholders had initiated special court
appraisal proceedings for a review of the underlying enterprise valuations.

According to the settlements, Degussa will pay an overall amount of EUR39.8
million to the shareholders of former Degussa AG and former SKW Trostberg
AG.  Furthermore, Degussa emphasizes in the settlements its traditionally
strong sense of responsibility for social and cultural interests.  It will
provide an amount of EUR200,000 to the independent Dusseldorf-based Degussa
Foundation being intended for projects of the foundation, in particular with
a view to fostering science.  The Benedictine community of FrauenwOrth Abbey
in Frauenchiemsee, to which SKW Trostberg AG had a traditionally close
relationship, will receive a donation in the amount of EUR100,000.

Prof. Utz-Hellmuth Felcht, Chairman of the Board of Management of Degussa,
was very content with the settlement of the special court appraisal
proceedings: "Court appraisal proceedings may have a duration of 10 to 15
years.  The outcome cannot be predicted due to the dependence on court
appraisal reports, which are generally prepared several years after the
respective merger.  The agreement we have now been able to reach will give
us the required planning reliability."

Compared with the initial ideas of the applicants totaling several hundred
million euros, the now agreed payment appears to be moderate.  "By providing
comprehensive information, we were able to convince the applicants that the
concerns raised by them with regard to the corporate planning and enterprise
valuations are, to the largest extent, not justified," said Mr. Felcht with
regard to the seeming discrepancy.  The representatives of the outside
shareholders also approved of the agreement in all proceedings.

Degussa is a multinational corporation consistently aligned to highly
profitable specialty chemistry.  With sales of EUR11.8 billion and a
workforce of some 48,000, it is Germany's third-largest chemical company and
the world market leader in specialty chemicals.  In fiscal year 2002, the
group generated operating profits (EBIT) of more than EUR900 million.
Degussa's core strength lies in highly-effective system solutions that are
tailored to the requirements of its customers in over 100 countries
throughout the world.  Degussa's activities are led by the vision "Everybody
benefits from a Degussa product -- every day and everywhere".

CONTACT:  DEGUSSA AG
          Corporate Communications
          Hannelore Gantzer, Spokeswoman
          Phone: +49-211-65 041-368


INFINEON TECHNOLOGIES: Successfully Develops New SoC IC with UMC
----------------------------------------------------------------
United Microelectronics Corporation (NYSE:UMC) and Infineon Technologies AG
(Infineon) (FSE/NYSE:IFX), announced success in their 90nm development
program with the delivery of functional complex circuitry utilizing the
industry's most advanced production technology.  This milestone confirms
that this technology is ready to move to production later this year.  The
companies also announced the success of their 300mm joint engineering
efforts with the achievement of high-yield pilot production for a 130nm SoC
IC targeted at mobile applications and incorporating sensitive analog/mixed
mode circuitry.  Despite the challenges of 300mm production, these chips are
currently being produced at UMC fabs at yield levels that equal or surpass
those attained by similar products on mainstream 200mm wafers.

Dr. Andreas v. Zitzewitz, Chief Operating Officer at Infineon, said: "While
Infineon was one of the very first companies to demonstrate the economical
advantages of high-volume manufacturing of DRAMS on 300mm wafers, we have
now managed to attain a similar milestone for complex SoC ICs with analog
and mixed-mode functionality, in close cooperation with our technology and
manufacturing partner UMC.  We are very pleased with this joint success.  It
clearly demonstrates the power of real partnerships to enhance progress in
leading-edge silicon technology production."

Dr. Jackson Hu, CEO of UMC, explained, "We are very excited about the
progress that we have made working with Infineon to achieve working 90nm
silicon and to reach high-yielding production for 0.13-µm SOCs on
state-of-the-art 300mm wafers.  This validates the success of UMC's
partnership approach, and our ability to work closely with key customers to
develop processes that enable them to meet their time-to-silicon and
time-to-volume requirements.  We intend to continue our partnership programs
based on technology developed by UMC and optimized to achieve the goals of
our many customers."

Having achieved the primary objectives of their joint development program,
UMC and Infineon plan to continue their cooperation on process development
through joint engineering efforts in specific advanced technologies needed
for IFX product success.

In this context and to better meet Infineon's requirements as a foundry
partner, the companies also agreed that UMC would buy back Infineon's equity
share in UMCi Pte Ltd.  UMCi is the Singapore manufacturing venture formed
in April 2001 by Infineon, UMC and Singapore's Economic Development Board
investment arm.  The Economic Development Board investment arm will retain
its equity position.

This move will allow Infineon and UMC to concentrate on their broader
manufacturing partnership, and give Infineon a more flexible manufacturing
approach that includes access to all of UMC's wafer fabs.  The parties
anticipate large volume production to ramp up initially at UMC's Taiwan
facilities, and later at UMCi, as its production capacity comes on line.
UMCi is currently on track with its equipment installation as announced
earlier this year.

About UMC

UMC (NYSE: UMC, TSE: 2303) is a leading global semiconductor foundry that
manufactures advanced process ICs for applications spanning every major
sector of the semiconductor industry.  UMC delivers cutting-edge foundry
technologies that enable sophisticated system-on-chip designs, including
90nm, 0.13µm copper, embedded DRAM, and mixed signal/RFCMOS.  UMC is also a
leader in 300mm manufacturing; Fab 12A in Taiwan is currently in volume
production for a variety of customer products, while the Singapore-based
UMCi joint venture will begin pilot production later this year.  UMC employs
over 8,500 people worldwide and has offices in Taiwan, Japan, Singapore,
Europe, and the United States.  UMC can be found on the web at
http://www.umc.com

About Infineon

Infineon Technologies AG, Munich, Germany, offers semiconductor and system
solutions for the automotive and industrial sectors, for applications in the
wired communications markets, secure mobile solutions as well as memory
products.  With a global presence, Infineon operates in the US from San
Jose, CA, in the Asia-Pacific region from Singapore and in Japan from Tokyo.
In fiscal year 2002 (ending September), the company achieved sales of
EUR5.21 billion with about 30,400 employees worldwide.  Infineon is listed
on the DAX index of the Frankfurt Stock Exchange and on the New York Stock
Exchange (ticker symbol: IFX). Further information is available at
http://www.infineon.com


PRO DV: Expects Full-year Operating Results to Remain Negative
--------------------------------------------------------------
According to provisional figures PRO DV Software AG, an IT specialist for
process-optimizing and geo-based business solutions, attained a gross
performance of EUR7.73 million (previous year: EUR8.49 million) in the first
six months of this year.  The operating result (EBIT) improved to -EUR1.96
million (-EUR3.77 million), compared to the first six months of 2002.

The balance sheet situation at PRO DV continues to be a good one with a
balance-sheet total of EUR26.9 million and an equity capital ratio of 79%.
The cash and cash equivalents at the end of the first six months were
EUR13.41 million (EUR13.51 million).

Although the cost-reduction program has been successfully implemented, and
led to a positive trend in results, further strategic decisions have been
necessary to continue the path towards a turnaround.  As a consequence the
board of management was obliged to carefully scrutinize the personnel
capacities and make the necessary adjustments.

Taking into account these additional measures and the order volume of
EUR10.04 million (EUR7.0 million) at the end of the first six months, the
company is sticking by its prognosis for the year as a whole.  The board of
management continues to expect a gross performance of EUR18.3 million for
2003 with an operating result (EBIT) of some -EUR2.0 million.  The complete
half-year report will be available as a download in the Internet under the
address http://www.prodv.defrom 14.08.2003 onwards.

                     6 months 2003     6 months 2002
Gross performance       7,728 TEUR        8,493 TEUR
EBIT                   -1,962 TEUR       -3,768 TEUR
Earnings per share      -0.45 EUR         -0.59 EUR
Liquid funds           13,405 TEUR       13,507 TEUR

CONTACT:  PRO DV SOFTWARE AG
          Christian Niederhagemann, Investor Relations Manager
          Phone: +49 231 9792 341
          Fax: +49 231 9792 200
          Email: ir@prodv.de
          Home Page: http://www.prodv.de


PROSIEBENSAT.1 MEDIA: U.S. Investor Wants Takeover Terms Changed
----------------------------------------------------------------
Tweedy Browne, a New York-based investor in ProSiebenSAT.1, is seeking legal
advice about a possible action regarding the treatment of preference
shareholders under Haim Saban's plan of taking over Germany's second-largest
commercial broadcaster.

The tender offer for the non-voting preference shares in ProSiebenSat could
give investors, including Tweedy Browne, only EUR5.62 a share, in contrast
to the EUR7.50-a-share offered to creditor banks.  The offer is based on the
average trading price over the past months.

Thomas Shrager, managing director at Tweedy Browne, said: "We are looking at
all our legal options.  We are going to do everything possible to amend
this."

Tweedy Browne, owner of 8.5% of preference shares insisted that KirchMedia,
which controls 72% of ProSiebenSAT.1, had planned to convert preference
shares into voting stock.  The investment firm wanted Saban Capital Group,
Mr. Saban's investment vehicle, to adopt that strategy rather than make a
deeply discounted offer to shareholders, according to the report.

The U.S.-based firm warned it is asking other institutions to support its
move.  But people familiar with the transaction also advised of the rigidity
of German takeover rules.  Banks own most of the ordinary shares in
ProSiebenSAT.1.


PROSIEBENSAT.1 MEDIA: Pre-tax Income Doubles in Second Quarter
-------------------------------------------------------------
Despite the ongoing advertising crisis, the ProSiebenSat.1 Group nearly
doubled its pre-tax income in the second quarter of fiscal 2003.  Although
Group revenues were down 6% against the comparable quarter of the previous
year to EUR466.9 million, the television corporation boosted its pre-tax
income from EUR16.8 million to EUR33.2 million against the same period of
2002.  All the Group's full-service channels showed a profit on the second
quarter.  Station Sat.1 was back in the black for the first time since 2000.
News channel N24 improved its pre-tax income by 29%.  The television
corporation's gratifying earnings performance resulted from extensive
cost-cutting and optimization measures that significantly reduced the Group'
s total expenses and substantially improved its organizational efficiency.

The sharp earnings increase between April and June means that in all, the
ProSiebenSat.1 Group earned a profit in the first half of 2003.  Group
pre-tax income, at EUR2.5 million, was well above the first-quarter loss
of -EUR30.8 million.  In the first half of 2002, the ProSiebenSat.1 Group
generated pre-tax income of EUR25.3 million.  Group revenues for the first
six months of the current year were EUR878.2 million, down 11% from the same
period last year.  EBITDA for the period reached EUR58.1 million, following
EUR85.2 million the previous year.  EBIT, at EUR39.0 million, was down
EUR20.0 million from the first six months of 2002. Cash flow calculated by
DVFA/SG methods amounted to EUR533.8 million, and DVFA/SG earnings per share
were EUR-0.01, following EUR0.08. The Group's business performance for the
first half of 2003 significantly felt the impact of the severe slump in the
television advertising market in the first quarter.  Although the market
recovered slightly between April and June, it still remained below the level
from the same period last year.

"After two negative years in a row, the second quarter of 2003 marks a
gratifying turnaround for our company," commented Urs Rohner, CEO of
ProSiebenSat.1 Media AG, on the Group's first-half results.  "Our business
performance from April to June was better than expected.  The cost-cutting
measures we have initiated are taking hold, and our stations' performance
has improved significantly in the past twelve months.  At the same time, we
have reinforced our programming supply with a select range of attractive
Hollywood feature films and series, so that everything is now in place to
expand our market position substantially in the coming months.  Our supply
of feature films has never been as good as it is today."

In 2003, the ProSiebenSat.1 Group has signed programming agreements with
nearly every major Hollywood studio, including Sony Pictures Television
International, Disney, Touchstone, Miramax, Dimension and Lucasfilm.
Additionally, it signed a volume deal with KirchMedia for 2,015 high-quality
feature films and around 130 series from the KirchMedia film library.  At
the same time, the Company obtained the Free TV rights for the UEFA
Champions League.  Starting with the 2003-2004 soccer season, station Sat.1
will broadcast the season's 13 best live games, plus 30 shows of highlights
from Europe's top soccer class.

Cost base cut back sharply in second quarter

In the past two years ProSiebenSat.1 Media AG has responded to the recession
in the advertising market with strict cost cuts.  Rigorous cost management
improved expenses at Group level again in the second quarter of 2003.
Programming and material costs were down EUR44.7 million, or 12.5%, from the
comparable period last year, to EUR314.1 million.  Other operating expenses
were likewise down, by EUR15.5 million, to EUR50.0 million.  This is
equivalent to savings of around 24%.  Other operating earnings were EUR10.4
million, off EUR13.6 million from the comparable period last year.  This
drop is largely the consequence of the deconsolidation of CM Community Media
in the first half of 2002.

In all, programming and material costs were down approximately 11% in the
first half of 2003, to EUR631.0 million.  Savings on other operating
expenses amounted to EUR18.4 million against the first half of last year.
Other operating expenses were EUR106.2 million, following on EUR124.6
million for the equivalent period last year.  The decrease was mainly the
result of smaller single-item write-downs and less spending on advertising
and equipment leasing.

Programming assets match last year's level

Programming assets, at EUR1.179 billion, roughly matched last year's
EUR1.168 billion.  With a share of 65% of total assets, programming is the
ProSiebenSat.1 Group's most important asset item.  Scheduled depreciation,
at EUR485.7 million, was down 7% from last year's comparable figure.

To ensure a long-term supply of attractive feature films and series, in the
first half of 2003 the ProSiebenSat.1 Group signed a number of important
programming agreements.  These increased programming investments for the
first half of 2003 by 24.4% against the same period last year, from EUR520.8
million to EUR648.0 million.

Net financial debt down 10%

The ProSiebenSat.1 Group reduced its net financial debt from EUR909.3
million to EUR815.9 million in the first half of 2003.  Thus the figure is
10% below the first half of 2002.  A high-yield bond issue in July 2002 and
the retirement of Eurobonds produced a 26% net increase in bonds, to
EUR665.9 million.  At the same time, bank debt was reduced 61%, to EUR185.8
million.  The previous year's equivalent figure was still EUR477.2 million.
Largely because of a reduction in tax liabilities, other debt was down by a
total of EUR6.0 million, to EUR45.2 million.  In all, the ProSiebenSat.1
Group's liabilities, at EUR1.113 billion, were down 6% from the previous
year's EUR1.189 billion.  The equity ratio was approximately 34%.

Personnel expenses down 4%

As part of its cost-cutting measures, the ProSiebenSat.1 Group has generally
foregone any salary increases for 2003.  In the first six months of fiscal
2003, personnel expenses totaled EUR104.7 million, compared to EUR108.9
million for the same period last year - a 4% drop.  Excluding the takeover
of SevenOne Intermedia GmbH and its employees as of September 1, 2002,
personnel expenses would have been down 9%.

As of June 30, 2003, the ProSiebenSat.1 Group had 2,897 employees in all -
109 fewer than at the end of the first half of 2002, and 175 fewer than at
the end of 2002.  This represents a drop of 4% from June 30, 2002.  The
staff has decreased 6% since December 31, 2002.  Without the integration of
SevenOne Intermedia, the number of employees would have been down by 251
compared to the equivalent date the year before, or 8%.  The average age of
all employees was 34.

With 1,800 full-time-equivalent positions as of June 30, 2003, most of the
ProSiebenSat.1 Group's employees work in the Television segment, which
comprises the four stations Sat.1, ProSieben, Kabel 1 and N24, as well as
multimedia activities.  This was a 2% gain from the previous year.  The
change is essentially a result of the takeover of SevenOne Intermedia.  By
contrast, the number of employees in the Services segment decreased 13% to
985.  The Merchandising segment, with 112 employees, remained at exactly the
same level as on June 30, 2002.

ProSiebenSat.1 Group builds TV market share in the first half of 2003

In the first half of 2003, the ProSiebenSat.1 Group stations increased their
combined market share among the commercially decisive target group of
14-to-49 year olds 0.7percentage points against the first half of 2002, to
28.9%.  The improvement from the second half of 2002 was as much as 1.1
percentage points.  The trend for the first six months of 2003 also pointed
upward among all viewers over the age of three.  In this target audience,
the Group achieved a combined market share of 21.7%, 0.3 percentage points
above the comparable figures from 2002.

Core business Television: Earnings leap in second quarter

Revenue performance in the Television segment continued to be pulled down by
the still-weak advertising market.  In its core segment, the ProSiebenSat.1
Group generated revenues of EUR457.5 million in the second quarter of 2003.
Compared to the second quarter of 2002, this represents a decline of 5%, or
EUR23.0 million.  Externally generated revenues were EUR453.7 million.
Systematic cost savings at all Group stations significantly improved the
Television segment's earnings position.  With operating earnings of EUR36.1
million, following EUR6.0 million from the second quarter of 2002, the
Television segment enjoyed an earnings leap of more than 500%.

Overall, the Group's Television segment generated revenues of EUR858.5
million in the first six months of 2003.  This is equivalent to a decline of
10% from the same period last year.  Externally generated revenues were
EUR850.4 million.  Operating earnings amounted to EUR4.5 million, following
on EUR15.0 million for the first half of 2002.

Sat.1 achieves profit of EUR8.1 million on the quarter

Sat.1 generated second-quarter 2003 revenues of EUR196.1 million, following
EUR208.0 million the year before.  This is equivalent to a reduction of
5.7%.  But the station was able to more than make up for the lower revenues
through rigorous cost management.  Pre-tax income improved substantially
from EUR-32.1 million to EUR8.1 million, a 125% gain.  Thus Sat.1 has shown
a pre-tax profit on the quarter for the first time since 2000.

In all, Sat.  1 achieved total revenues of EUR373.2 million in the first
half of 2003.  Revenues for the same period last year were EUR403.9 million.
Pre-tax income was EUR-5.0 million, following EUR-72.9 million for the first
six months of 2002.  This positive earnings performance is in part the
result of the absence of the high cost of the soccer World Cup, which
represented a charge of EUR35 million in Sat.1's programming expenses (after
adjustment for the cost of normal alternative programming) in the first six
months of 2002.

ProSieben achieves first-half profit of EUR62.5 million

ProSieben's performance also suffered from the ongoing weakness of the
advertising market.  The station booked revenues of EUR186.1 million for the
second quarter, following on EUR204.1 million for the same period of 2002.
The drop of EUR18.0 million in revenues was thus much less than the revenue
decline of EUR53.2 million in the first quarter of 2003.  Pre-tax income
declined from EUR58.7 million to EUR47.4 million.

ProSieben was the last of the major private stations to feel the full impact
of the advertising crisis last year.  The station withstood the recession
into the first quarter of 2002.  This made the revenue losses in the first
quarter of 2003 all the more conspicuous.  But business performance improved
again in the second quarter of 2003, compared to the first three months of
the year.  In all, ProSieben generated first-half revenues of EUR341.3
million, following EUR412.5 million for the same period last year.  Pre-tax
income declined from EUR127.4 million to EUR62.5 million.  Thus some of the
revenue loss was compensated by cost cuts.

Kabel 1 improves first-half earnings despite revenue drop

Kabel 1 generated revenues of EUR47.9 million in the second quarter of
2003 - down EUR1.3 million from the year before.  Yet pre-tax income was up
8%, to EUR4.0 million.  In the first six months of 2003, Kabel 1 generated
revenues of EUR94.3 million, compared to EUR102.5 million last year.
Despite the revenue drop of EUR8.2 million, the station improved its pre-tax
income for the first half of 2003 from EUR6.2 million to EUR6.3 million.

N24 performing as projected

News channel N24, whose ratings have been reported since January 1, 2003,
earned a market share of 0.6% among the 14-to-49-target audience in the
first six months of this year.  Thus the ProSiebenSat.1 Group's central news
service provider is almost even with its main competitor: n-tv earned a
market share of 0.7% in the commercially decisive target audience.

N24 revenues for the second quarter of 2003 totaled EUR17.7 million,
following EUR22.3 million for the same quarter the year before.  Pre-tax
income for the second quarter was EUR-5.5 million, following the previous
year's EUR-7.8 million.  This is equivalent to an improvement of 29% in
income.  In the first six months of 2003, N24 generated revenues of EUR33.0
million, compared to EUR47.1 million in the first half of 2002.  The decline
of revenues for the entire reporting period resulted from considerable cost
cuts throughout the ProSiebenSat.1 Group's news operations, which resulted
in lower internally generated revenues at N24.  Despite declining revenues,
pre-tax income improved 10%.  In the first half of 2003, N24 showed a
pre-tax result of EUR-13.2 million.  In the first half of 2003, the figure
was still EUR14.7 million.

Transaction television: Revenues and earnings grow

Since May 2001, ProSiebenSat.1 Media AG has held 48.4% of Euvia Media AG &
Co. KG, which operates the Neun Live station and the travel shopping channel
sonnenklar TV. The Euvia Media interest enabled ProSiebenSat.1 Media AG to
profitably expand its portfolio of holdings in advertising-independent
transaction television. In the first half of 2003, Euvia Media generated
consolidated revenues of EUR46.9 million - EUR24.2 million more than in the
equivalent period of 2002. EBITDA climbed from EUR-8.4 million to EUR12.1
million in the same period.

Merchandising: New Merchandising unit generates revenues of EUR27.2 million

MM MerchandisingMedia - built by combining SevenOne Club & Shop GmbH and MM
Merchandising Munchen GmbH - is the new Merchandising unit of the
ProSiebenSat.1 Group.  MM MerchandisingMedia covers the full value chain in
merchandising - from acquiring ancillary licensing rights to selling
products and services.  It also acts as an independent licensing and service
agency.  The operations of MM MerchandisingMedia GmbH are closely linked to
the ProSiebenSat.1 Group's stations - Sat.1, ProSieben, Kabel 1 and N24.

In the first six months of the year, the Merchandising unit of the
ProSiebenSat.1 Group generated total revenues of EUR27.2 million, following
EUR33.8 million in the same period last year.  Externally generated revenues
were EUR23.8 million.  Operating earnings were down from EUR10.6 million to
EUR4.5 million in the same period.  This decline was mainly due to drops in
revenues from cooperative media arrangements, and to shifts among periods in
operations.  In response to the poor economy, for example, the German music
industry has drastically reduced its total cooperative media arrangements
with MM MerchandisingMedia.  But revenues and income in this line of
business are expected to be up again for 2003 as a whole.

Services: Earnings improve

The Services unit comprises SevenSenses and SZM Studios, and the IT company
ProSieben Information Service.  These three subsidiaries serve primarily as
in-house service providers for the ProSiebenSat.1 Group.  Around 94% of the
Services segment's total revenues are generated within the Group.  In the
first half of 2003, the Services segment of the ProSiebenSat.1 Group
generated total revenues of EUR69.9 million, following EUR82.3 million in
the comparable period last year - a drop of 15% that was a consequence of
the significant cost savings within the ProSiebenSat.1 Group.  In the same
period, operating earnings improved from EUR1.5 million to EUR3.2 million.

Outlook: Uptrend in the TV advertising market in July and August

There is still no sign of a sustained economic turnaround in Germany in
2003.  Leading German economic institutes, including Munich's Institut fur
Wirtschaftsforschung (ifo), Kiel's Institut fur Weltwirtschaft and Hamburg's
Welt-Wirtschafts-Archiv, no longer expect the economy to grow in 2003.  In
fact the Deutsche Institut fur Wirtschaftsforschung even assumes German
economic output will decline 0.1%.  But there are still signs that the
business mood is gradually improving.  The monthly ifo business climate
index has been pointing upward since May.  The latest interest-rate cut by
the European Central Bank, more stability in the stock markets, and the
German government's announcement that it would move the 2005 tax reform
ahead to 2004, are likely to improve the chances of an economic revival.
The latest projections from the ifo institute now assume that gross domestic
product will grow 1.7% in 2004.  Here the economic researchers assume that
economic growth will begin as early as the third quarter of 2003.

In the same line, the crisis in the television advertising market bottomed
out in the first quarter of 2003.  Between April and June 2003, the
situation in the market improved slightly, although spending on television
advertising generally remains below 2002 levels.  But in July, for the first
time in two years, the ProSiebenSat.1 Group reported that television
advertising revenues had risen against the same month of the previous year.
This trend will presumably continue in August.  But visibility remains as
low as ever, and no farther-reaching conclusions are possible.  The Company
still expects the market to be down by another 5 to 10% for 2003 as a whole.

"We will not revise our projections upward unless the positive trend from
July and August keeps up," says CEO Rohner.  "And in any case, we will hold
to our tough policy on costs.  At the same time, we'll improve our stations'
performance further.  Our goal is for all four stations to achieve a total
audience share of 29.5% among viewers age 14 to 49 before the year is out."

Even if TV advertising revenues drop 10%, the ProSiebenSat.1 Group
anticipates an EBITDA in the triple-digit millions in 2003.  Because of the
extremely seasonal nature of the television business, the Company will end
the traditionally weak third quarter with losses.  But the fourth quarter
will be crucial in determining total earnings for the year.

Chairman of the Executive Board Urs Rohner welcomed the decision of the
KirchMedia creditors' committee on August 5, 2003, to accept the offer by
the consortium led by US media entrepreneur Haim Saban to acquire 36% of the
capital stock of ProSiebenSat.1 Media.  "This will give us a stable
shareholder structure and the quiet we need to fully concentrate on our
operations.  Haim Saban and his co-investors are dream partners for us, and
we will profit from working with them.  Now we need to complete the purchase
agreement as quickly as possible." The transaction of Saban Capital Group is
to be implemented with the support of private investors.

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


TRANSTEC AG: Sales Decline Due to Weak Demand in IT Sector
----------------------------------------------------------
In the first half of 2003, transtec AG realized a net loss of
-EUR544,000 for the period.  That means an improvement of 39% in comparison
with the corresponding half of the previous year when the net loss amounted
to -EUR895,000.

Sales declined 30% to EUR40,542,000 in comparison with the first half of the
previous year, due to weak demand on the IT markets.  The contribution made
to sales by foreign operations rose to 42%, particularly as a result of
better business development in the Netherlands and Austria.

As of June 30, 2003, transtec AG had liquid assets in the amount of
EUR4,859,000.  The equity capital ratio rose from 51% recorded at the
balance sheet date of the previous year to 58% for the first half of 2003.
The number of employees increased by 4% to 221.


WESTLB AG: To Sell London Principal Finance Business Separately
---------------------------------------------------------------
German state bank WestLB has plans of selling its London principal finance
business, according to Reuters.  The report cited WestLB's interim Chief
Executive Officer Johannes Ringel telling reporters he had received some
"very interesting enquiries" about the bank's principal finance portfolio.

As for the banks' U.K. television rental firm, BoxClever, Mr. Ringel said
WestLB would sell Boxclever separately from the principal finance portfolio
over the medium term.  WestLB took a new charge for its exposure to
BoxClever, it was revealed recently in the bank's first-half results.  Mr.
Ringel also suggested there might be additional valuation adjustments for
its U.S. aircraft leasing business Boullioun.

WestLB made a first-half loss of EUR359 million (US$407.8 million) due to
higher loan losses.


WINTER AG: Earnings Still Negative, But Restructuring Takes Hold
----------------------------------------------------------------
Prime Standard listed Chipcard manufacturer Winter AG sold EUR14.9 million
in the first half year of 2003.  Sales is around 27% below the previous year
(EUR20.5 million).  Reasons for this decrease are lower demand and higher
price pressure in the card services division.  The rotational change of bank
cards in the cards division led to one off higher sales last year, which
could only be partly compensated.  Sales of the three divisions are split as
follows: In the cards division a turnover of 7.4 million was reached (prior
year 2002: EUR11.6 million).  The card services division sold EUR6.8 million
to the first half year 2003 (prior year 2002:EUR8.3 million).  Sales in the
IT-Security division increased from EUR0.6 million to June 30, 2002 to
EUR0.7 million to June 30, 2003.

High price pressure and lower demand burdened the result.  EBITDA amounts
to -EUR1.1 million to June 30, 2003 (EUR0.0 million in the prior year).

EBIT amounts to -EUR2.3 million (prior year: -EUR0.7 million).  Profit after
tax to the June 30, 2003 amounts to -EUR2.5 million (prior year: -EUR0.5
million).  However, restructuring measures take hold.  The number of staff
decreased from 324 in the prior year by 15% to 275 to June 30, 2003.  In
addition, production processes were clearly optimized.

Winter AG adheres to its earnings forecast of -EUR2 million and a turnover
of EUR37 million by the end of this financial year.  On the sales side
Winter AG expects positive catalysts in the second half year, especially in
the bank cards sector, as most manufactured cards in the first half of this
year will be delivered in the second half of 2003.  For 2004 the company
expects to be profitable again.


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


KERESKEDELMI ES HITELBANK: State Scolds Watchdog, Promises Help
---------------------------------------------------------------
The Hungarian government has criticized the financial watchdog PSZAF for its
delay in reporting suspicious transactions in K&H Equities.  Bluebull cited
a television interview of Hungarian Prime Minister Peter Medgyessy wherein
the government official said parent, Kereskedelmi es Hitelbank, has showed a
highly irresponsible attitude in the recent Kulcsar brokerage scandal, and
PSZAF should have found much earlier that things were going wrong.

He also criticized the bank's internal controlling system saying they must
have seen the wrongdoings too.  Mr. Medgyessy promised government support on
the investigation to punish persons responsible for the anomaly.

Kereskedelmi es Hitelbank's chief executive Tibor Rejto resigned last month
after admitting that the bank's brokers indeed knowingly promised high
returns on as much as EUR76 million in investments from high net-worth and
institutional investors.

The Watchdog State Supervision of Financial Organizations has suspended the
trading rights of Kereskedelmi es Hitelbank
Equities until the end of September.


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


BANK PEKAO: Pekao Leasing Capital Increase Approved
---------------------------------------------------
The Management Board of Bank Polska Kasa Opieki SA informs that on August 7,
2003 it received from Pekao Leasing Sp. z o.o. in Warszawa (Bank's
subsidiary company) information that Regional Court for the capital city of
Warszawa has registered on August 4, 2003, the capital increase of Pekao
Leasing Sp. z o.o., from PLN106,973,000 to PLN356,973,000, i.e. by PLN250
million.

The capital increase was paid in cash.  The capital increase was conducted
by issuing 250 thousand new shares with nominal value equal to PLN one
thousand each.  All newly issued shares were taken up by Bank Polska Kasa
Opieki SA, who holds all 356,973 shares, which give the right to 356,973
votes, i.e. 100% votes on the General Meeting of Pekao Leasing Sp. z o.o.


ELEKTROWNIA TUROW: Fitch Places Rating on Watch Negative
--------------------------------------------------------
Fitch Ratings, the international rating agency, has placed Elektrownia Turow
SA's Senior Secured 'BB' rating on Rating Watch Negative with respect to the
debt secured by Power Purchase Agreement backed revenues, including
Elektrownia Turow B.V.'s EUR270 million guaranteed secured bonds maturing in
2011.  The rating action follows a review of the initial draft act for the
Polish power sector restructuring and the clarification of its timetable.
This restructuring involves the cancellation of all Power Purchase
Agreements between PSE SA, the national grid operator, and all power
generators, including Elektrownia Turow, in return for financial
compensation as set out below.

The draft act is still being discussed.  The process will involve a new
system under which consumers will pay a restructuring fee, and these future
fees will be securitized to support a restructuring bond issue.  The bond
proceeds will be used to compensate power generators for the cancellation of
the Power Purchase Agreements.  In mid July the initial draft was sent to
power generators, lenders and government departments for their comments,
expected in early August.  The precise timing could change if the program is
challenged by the European Commission, although the draft act will likely be
submitted to Parliament in September.  Fitch expects the level of financial
compensation, which is still being discussed, to be included as an annex to
the act when it is submitted to Parliament.  The draft act provides for a
unilateral cancellation of the Power Purchase Agreements, thereby putting
pressure on the bondholders to accept the restructuring plan.  On a positive
note, the draft act specifies that certain events have to occur before such
a cancellation can take place, including a successful restructuring fee
securitization.  This means the compensation funds will have to be readily
available before the Power Purchase Agreements are effectively cancelled.

The level of compensation currently offered to Elektrownia Turow largely,
but not fully, covers Elektrownia Turow's debt (including the 2011 bonds)
secured by Power Purchase Agreement-backed revenues (the compensation,
however, is not set according to the company's debt position).  Importantly,
the draft act provides for proportional prepayment of all secured debt,
which, in Fitch's view, would lead to a deterioration of the Power Purchase
Agreement-secured creditor position, although secured creditors could
instigate "execution" proceedings through Polish courts, under which
compensation would be allocated in priority to Power Purchase Agreement
secured creditors.  Any scenario, other than full redemption, that would
effectively force bondholders to accept a risk higher than that provided by
the current Power Purchase Agreement security will likely be viewed by the
agency as a default.  Fitch will monitor the progress towards restructuring
and is expecting to change the rating before the end of 2003 as the draft
act is further refined and uncertainties clarified.  Specifically, if Fitch
perceives that the restructuring resolution will likely incur an economic
loss for the Power Purchase Agreement secured lenders, a downgrade by more
than one rating category would result.  A research update on Elektrownia
Turow, discussing the initial draft act and implications for the company,
will shortly be available to subscribers from the agency's website at
http://www.fitchresearch.com


=============
R O M A N I A
=============


IRIS SA: New Owner to Restart Production in Three Months
--------------------------------------------------------
Iris SA, the Cluj porcelain producer that filed for bankruptcy over two
years ago, will resume production in the household product department in the
next three months under its new owner, Geromed Medias.

Bursa news agency, citing Rompres, said Geromed General Manager Constantin
Moraru stated that 100 of the former staff would be rehired and the
household porcelain will be exported in countries as Germany, France, Italy,
Spain, Greece and the US.

The new owners intend to name Iris S.A.'s products Iris China or Iris
Concept, taking in the prestige of the brand.  Geromed purchased its assets
for US$2 million in an auction organized in early July.  A total of
US$600,000 would be needed for the production resumption.

In 1999, SC Porcel Aebe G. Zafiropoulous Greece took over 47.21% of the Iris
SA shares, but about 2 years ago, the manager of the company, Giorgios
Zafiropoulous notified the staff that he was dealing with financial problems
generated by family disputes and his accounts had been blocked.  Shortly
after, the company was declared bankrupt, the report said.


===============
S L O V E N I A
===============


* Banks Prepared for 'Shocks' Expected in E.U. Integration
----------------------------------------------------------
In an updated report on the Slovenian banking system published, Standard &
Poor's Ratings Services noted that the system is adapting itself to
challenges posed by the upcoming economic and political convergence with the
EU in 2004.  Slovenia is one of the EU accession frontrunners.

In the past few years, the system has benefited from modernization,
consolidation, and foreign participation, retaining its preeminent position
in the economy, although further reforms are required to make its legal,
regulatory, and market framework more effective.

"Slovenian banks are largely prepared for a more difficult operating
environment and any potential macroeconomic shocks," said Standard & Poor's
credit analyst Denis Deripasko. "The profitability of Slovenian banks is
going to be challenged by the opening up of the system to foreign
competition, as still-high interest margins are gradually adjusted to EU
levels," he continued.

The banking system remains profitable, however, and the banks are now
seeking to diversify their income flows by offering a broader range of
services and products, promoting cross selling, and even venturing into
foreign markets, as the financial sector becomes more sophisticated.

The Slovenian banking sector is transforming.  Over the past few years, the
sector has undergone partial privatization, which has been largely driven by
the EU's policy of equal competition, which disallows state support for
banks.  In 2002, the state sold 34% of the largest bank in Slovenia, Nova
Ljubljanska banka (BBB/Stable/A-2), to Belgium-based KBC Bank N.V.
(A+/Negative/A-1).  The state still retains more than 27.5% of the banking
sector assets, however, as the system remains mostly locally owned.  The
government is resistant toward the further sale of Slovenian banks to
foreign investors.

"Banks are becoming more sophisticated and have been able to maintain good
levels of capitalization and liquidity due to low levels of financial
intermediation and a rather protective operational environment," stated
Standard & Poor's credit analyst Magar Kouyoumdjian.  "Banks have been
implementing stronger credit underwriting and control procedures in
anticipation of harsher operational conditions, but asset quality remains
untested in an economic downturn," he continued.


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


INTRUM JUSTITIA: Blames Theft for Accounting Irregularities
-----------------------------------------------------------
Chief financial Officer Bertil Persson of Intrum Justitia AB, Europe's
biggest debt collector that recently discovered accounting inaccuracies in
its half-year accounts, has blamed the deficiencies on theft.

AFX News, citing a report by Dagens Industri, said Persson alleged that the
theft was arranged through irregular outgoing payments.  He also said the
company is now in the process of scrutinizing thousands of transactions
conducted during 2002 and 2003.

Mr. Persson was quoted: "We have started with the highest sums to see if
there's anything missing there."

Instrum Justitia recently announced it has discovered "accounting
inaccuracies" amounting to around SEK80 million (GBP6 million).  The
company, which is due to publish interim results on August 19, said the
irregularities were discovered in the course of preparing half-year
accounts.

CONTACT:  INTRUM JUSTITIA
          Jan Roxendal, President & CEO
          Phone: +46 (0)8 546 10200

          Anders Antonsson, Director of Communications
          Phone: +46 (0)8 546 10206
          Mobile: +46 (0)70 336 7818
          E-mail: a.antonsson@se.intrum.com


SKANDIA: Shifts in Stocks, Interest Rates to Influence Results
--------------------------------------------------------------
Skandia's result is affected by external factors such as changes in the
stock market and interest rates.  Future revenues, which are based on fund
values, increase or decrease as a result of these factors.

According to information presented in conjunction with the interim report
for the first quarter of 2003, a 1% increase in the stock market would have
a one-time effect on the operating result of SEK66 million and a 1% decrease
would have a one-time effect on the operating result of -SEK49 million.

Financial effects during the first quarter of 2003 had a negative effect in
the amount of -SEK283 million.  During the second quarter of 2003, financial
effects are expected to be positive and are estimated to be in the range of
SEK400 million to SEK500 million.

Comparison figures pertaining to American Skandia

On May 1, 2003 it was announced that the agreement with Prudential
Financial, Inc. (USA), under which Prudential Financial is acquiring
American Skandia, has been completed.  To facilitate comparisons, the group
overview in the interim report (as in the 2002 Annual Report) will be
presented excluding the USA, unless indicated otherwise.  This format is
shown in the table.

Skandia's interim report for the second quarter of 2003 will be released on
August 13, 2003.

Comparison figures 2002 for group overview

GROUP OVERVIEW - QUARTERLY ANALYSIS

                               2002   2002   2002   2002   2002
SEK million                   12 mos. Q 4    Q 3    Q 2    Q 1
Sales 1)
Unit linked assurance         53,967 13,391 13,185 13,638 13,753
Mutual funds                  16,963  3,750  4,147  5,220  3,846
Direct sales of funds          2,344    425    591    264  1,064
Life assurance                 1,638    710    408    273    247
Other businesses                 453    114     95    118    126

Total sales                   75,365 18,390 18,426 19,513 19,036


Result summary
Unit linked assurance (according to the embedded value method)
                               3,027    795     724    733   775
Mutual funds                    -291    -90     -56    -87   -58
Life assurance                   119      5      35     20    59
Other businesses                -182    -41     -85    -69    13
Group expenses                  -569   -179    -122   -159  -109

Result of operations           2,104    490     496    438   680
Financial effects, unit linked assurance (according to the embedded value
method)                 -2,267   -457    -898   -792  -120
Items affecting comparability  1,566   -450      -   2,016    -

Operating result               1,403   -417    -402  1,662   560


Other comparison figures
Total annualized new sales, unit linked assurance 2), SEK million
                               9,176   2,318   2,064 2,361 2,433
Profit margin new sales, unit linked assurance,
                              % 13.5    13.4    14.9  12.9  13.1

Profit and loss account (according to the Annual Accounts Act)
Result after tax, including USA, SEK million
                              -4,298  -4,505   -1,451 1,498  160
Result after tax, excluding USA, SEK million
                               2,555    -101      615 1,745  296
Earnings per share, including USA, SEK
                               -4.20   -4.40    -1.42  1.46 0.15
Earnings per share, excluding USA, SEK
                                2.50   -0.10     0.60  1.70 0.29

1) Sales pertain to paid-in premiums and deposits in funds.

2) Periodic premiums recalculated to full-year figures plus 1/10 of single
premiums during the period.

CONTACT:  SKANDIA
          Corporate Communications
          S-103 50 Stockholm, Sweden
          Phone: +46-8-788 10 00
          Fax: +46-8-788 23 80
          Home Page: http://www.skandia.com
          Harry Vos, Head of Investor Relations
          Phone: +46 8 788 3643


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


SWISS INTERNATIONAL: Inks New Collaboration Model with Swissport
----------------------------------------------------------------
SWISS and Swissport have agreed on a new and forward-looking model for their
future collaboration.  The agreement, which follows intensive negotiations
between the two partners, will see a redefinition of the ground products and
services provided at the airports served by SWISS.  It also envisages
Swissport taking over all SWISS' ground services activities, enabling each
partner to focus on its core business and save costs.

SWISS and Swissport concluded a landmark Memorandum of Understanding on
Wednesday, August 6, following bilateral discussions.  The forward-looking
agreement will enable the partners to place their collaboration on a
promising new footing by the end of 2006.  Its key contents in brief:

(a) A redefinition of the ground-handling product (processes and services,
and including cargo handling) in and outside Switzerland.

(b) A basic agreement that SWISS will entrust all its ground handling
functions and activities to Swissport within the next twelve months.  As a
first step, this "outsourcing" will be effected immediately at six SWISS
stations - Johannesburg, Nice, Paris, Madrid, Los Angeles and Zurich - with
the aim of having the new arrangements in place and operational by the start
of the winter schedules at the end of October.

The new agreement, and the actions it entails, will enable SWISS to effect
sizeable cost savings and focus more clearly on its core flight operations.
At the same time, SWISS will continue to have a major say in key ground
product areas (such as lounges, VIP services and VIP assistance) to ensure
that its top customers continue to enjoy the best possible ground services
product.

A number of workgroups will be carefully studying and clarifying all aspects
of the various interfaces and workflows involved over the next few weeks.
The modifications entailed will initially be effected at downline stations,
and subsequently with the head-office organization.

The amalgamation of the two ground services organizations will also reveal
certain duplications.  The partners plan to conduct joint assessments of the
personnel concerned.  Needless to say, the unions and staff associations are
closely involved in all these developments, helping ensure that the best
solutions are adopted for all the personnel affected.

SWISS and Swissport are delighted at this further intensification of their
close collaboration, and are convinced that this new landmark arrangement
will prove a sound and satisfying business success for all the parties
concerned.

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


SWISS LIFE: Sells Life Insurance Business in Spain to VidaCaixa
---------------------------------------------------------------
The Swiss Life Group is selling its life insurance business in Spain to
VidaCaixa, a subsidiary of the CaiFor Group.  The purchase price amounts to
around EUR55 million.  For the Swiss Life Group, this sale represents a
further step in the implementation of its strategy.  With this acquisition
VidaCaixa reinforces its position in the occupational life and pensions
business.  Swiss Life (Espana) will -- under a new name -- remain a partner
in the Swiss Life Network, where it will service major international
clients.  Assuming the transaction is approved by the authorities, it is
expected to be concluded in the fourth quarter of 2003.

As the latest step in the pursuit of its strategy, the Swiss Life Group is
to sell its Spanish subsidiary, Swiss Life (Espana), for around EUR55
million to VidaCaixa, a subsidiary of the Spanish CaiFor Group, a joint
venture in which La Caixa and Fortis each hold 50% of the shares.  The Swiss
Life Group had announced in September 2002 that Spain no longer belonged to
the Group's core markets since it would require considerable investment for
the company to achieve critical mass in terms of the Spanish life insurance
market.

In the words of Rolf Dorig, Chief Executive Officer of the Swiss Life Group:
"We want to focus all our energy on the core markets of Switzerland, France,
Germany, the Netherlands and Belgium/Luxembourg and to restore
profitability.  With the divestment of Swiss Life (Espana) we have taken a
further step in this direction. Not only have we found a good buyer in
VidaCaixa, but also an ideal solution for the Swiss Life Network, which
services major international clients."

By acquiring Swiss Life (Espana), VidaCaixa will strengthen its position in
the occupational life and pensions business and will continue to establish
itself as one of the leading providers of long-term savings and retirement
solutions for companies.  Since Swiss Life (Espana) also has very good
relations with over 700 insurance brokers and consultants, VidaCaixa will be
able to further expand its multi-channel distribution capability.  Swiss
Life (Espana), which specializes in occupational life and pensions business,
generated a premium volume of EUR306 million in 2002 and employs a workforce
of around 120 at its sites in Madrid, Barcelona, Bilbao and Valencia.

Swiss Life

The Swiss Life Group is one of Europe's leading providers of life insurance
and long-term savings and protection.  The Swiss Life Group offers
individuals and companies comprehensive advice and a broad range of products
via agents, brokers and banks in its domestic market, Switzerland, where it
is market leader, and selected European markets.  Multinational companies
are serviced with tailor-made solutions by a network of partners in over
fifty countries.

Swiss Life Holding, registered in Zurich, was founded in 1857 as the Swiss
Life Insurance and Pension Company.  Shares of Swiss Life Holding are listed
on the SWX Swiss Exchange (SLHN). The enterprise employs around 11 000
people worldwide.

CONTACT:  SWISS LIFE
          General-Guisan-Quai 40, P.O. Box, 8022 Zurich
          Home Page: http://www.swisslife.com
          Investor Relations
          Phone: +41 1 284 52 76
          E-mail: investor.relations@swisslife.ch


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


AMP LIMITED: Clarifies Details of Internal Management Report
------------------------------------------------------------
AMP Limited notes media reports regarding an internal management report
prepared for its U.K.-based asset management business, Henderson Global
Investors.

AMP wishes to clarify these reports as some claims that have been made are
inaccurate.

The draft Henderson Global Investors report was prepared by an internal
audit team for senior management.  The team reviewed internal frameworks and
management processes that had recently undergone an improvement process.  It
was found that some of these improvements were not yet fully operational.

The processes that were reviewed were primarily internal processes and not
related to client matters.  Most importantly, the review team did not find
any breaches of any client mandate.

In addition, Henderson Global Investors was subject to independent testing
on certain internal controls by its external auditors as at December 31,
2002.  Their review concluded that those internal controls were operating as
described.

The report was also a first draft that contained some inaccuracies.  The
review process is still in progress to correct these inaccuracies.

CONTACT:  AMP LIMITED
          Level 24, 33 Alfred Street
          Sydney NSW 2000 Australia
          ABN 49 079 354 519
          Mark O'Brien, Investor Relations
          Phone: 9257 7053


ARTHUR SANDERSON: Falls Into Administrative Receivership
--------------------------------------------------------
Arthur Sanderson & Sons, the home furnishing groups owned by Dutch private
equity firm Gamma, has called in administrative receivers, according to The
Telegraph.

The company, which houses the Morris & Co. brand, called in accountants
Deloitte & Touche after running out of funds before it could complete its
restructuring.

Neville Kahn, one of the administrative receivers, said: "Sanderson was in
the final stages of the business turnaround, however, due to adverse trading
conditions in the second quarter, combined with restructuring costs, the
company exhausted its facilities."  Sanderson had debts of GBP4 million,
according to a spokesman for the receiver.

Deloitte & Touche plans to sell the business as a going concern.  Mr. Kahn
said they already received indications of interest from possible buyers.

And while the receivers look for a buyer, Sanderson will continue to trade
through its shops and distribution centers.  It has 90 retail outlets in
Britain supplying over 2,000 trade customers.  The company also exports to
60 countries worldwide, with sales offices in France and America.  Its
Morris & Co brand sells original fabrics and wallpapers designed by William
Morris.

Sanderson, which was founded in 1860, now employs 180 people after shedding
120 staff.


BRITISH AIRWAYS: To Halve Birmingham Network Services
-----------------------------------------------------
British Airways will terminate its local franchise agreement with Duo
airline from the end of October, reducing by more than half its network from
Birmingham.

The move is part of the rationalization program of British Airway's U.K.
regional operations to stem heavy losses in British Airways' European
short-haul operations.

Duo, which was formed from the management buy-out of the former loss-making
Maersk Air, operates 17 of its 30 routes out of Birmingham.  BA CitiExpress
operates the rest.

British Airways will now man only 13 aircraft out of Birmingham in the
coming winter season, seven 50-seat Embraer 145s and six 110-seat Avro
RJ-100s.

It has also previously withdrawn its services from Plymouth and Newquay in
the south-west of England, from Leeds-Bradford in northern England and from
Cardiff, and Gatwick-Guernsey in an effort to save cost.

Meanwhile, Duo, which is being established as an independent carrier, will
begin operations in its own livery from November 1.


BRITISH AIRWAYS: Online Booking Record Breaks Previous Records
--------------------------------------------------------------
British Airways' website, ba.com, broke its previous records this week as it
sold a new seat every two seconds.  The online booking record followed the
launch of a new four day-long ticket sale last weekend to promote discount
fares for the coming months.

The sale was part of an ongoing "Big sorry. Small prices" campaign aimed at
reassuring and winning back customers following the disruption caused by the
unofficial industrial action at Heathrow in July.

The record figures come as British Airways reported passenger numbers for
July 2003 were only slightly down on the previous July, despite the
difficulties faced at Heathrow during the month.

Martin George, British Airways director of marketing, said: "We already
carry more passengers across the U.K. and Europe to more destinations than
any other British based airline and now regularly sell more than 40% our
short-haul leisure fares online.

"Ba.com is increasingly popular with our customers and more than 11,500
online bookings in one day breaks all previous records.

"Given that each new booking on average contains three seats we sold more
than 34,500 seats via ba.com during the busiest day of the four day sale.

"August is a quieter booking month normally as many people are away on
holiday so we were delighted to see such booking levels this week."

The top five destinations sold during the four days were New York (JFK),
Kingston, Miami, New York (Newark) and Orlando.

The previous best day of sales on ba.com was 10,367 new bookings during a
promotion in February 2003.

The airline's website now accounts for more than 42% of all short-haul point
to point leisure bookings, which has more than doubled from 18 months ago.

British Airways will continue to introduce a number of promotions during the
coming months many of which will build on the success of ba.com.


BRITISH ENERGY: Issues Output Statement for July
------------------------------------------------
A summary of net output from all of British Energy's power stations in July
is given in the table below, together with comparative data for the previous
financial year:

                   2002/03                         2003/04
          July        Year to Date        July      Year to Date
     Output   Load   Output   Load  Output   Load   Output    Load
     (TWh)   Factor  (TWh)   Factor (TWh)   Factor  (TWh) Factor
      (%)             (%)            (%)              (%) UK - Nuclear
      5.26       74   20.66     74   5.14       72   22.18  79

UK - Coal
      0.17       12    1.04     18   0.40       28    1.49   26

USA - AmerGen
      1.77       96    6.10     84   1.84      100    7.10    98
(50% owned)


OVERVIEW

The output figures for both the U.K. and AmerGen nuclear plant remain in
line with plan.

U.K. - Nuclear

Planned Outages

(a) A statutory outage was completed at Hunterston B and another started at
Torness.

(b) Low load refueling was carried out on both reactors Hinkley Point B and
on one reactor at Heysham 2 and Torness.

Unplanned Outages

(a) Repair outages were completed on both units at Hartlepool and on one
unit at Dungeness B.

CONTACT:  BRITISH ENERGY PLC
          Paul Heward, Investor Relations
          Phone: 01355 262 201
          Homepage: http://www.british-energy.com


EDINBURGH FUND: Trust's Exposure to EIC May Climb to GBP5.9 Mln
---------------------------------------------------------------
On May 21, 2003 Edinburgh Fund Managers Group plc announced that its wholly
owned subsidiary Edinburgh Unit Trust Managers Limited (EUTM) had
ascertained that technical aspects of New Zealand securities laws may not
have been complied with in relation to the marketing in New Zealand of
Edinburgh Investment Company ICVC (EIC), an open ended investment company
managed by EUTM.  To the extent this has occurred, under New Zealand law,
allotments of shares in EIC made to New Zealand investors from June 2001 to
April 2003 will technically be void and as a result the original
subscriptions will be repayable with interest to those investors.

The announcement contained a statement to the effect that, were EIC required
to return the current value of the void shares to New Zealand investors, EFM
believed that the ultimate exposure of EUTM to make up the shortfall between
the Payment and the current value could be in the region of GBP2 million.
The purpose of this announcement is to update shareholders in relation to
this issue.

Since May 21, 2003, EUTM, together with its advisers both in the U.K. and in
New Zealand, has been working through the complex factual and legal issues
involved to clarify its potential exposure.  In particular, investigations
have focused on whether the Payment would be calculated by reference to the
Sterling subscription price (and made in Sterling) or the New Zealand Dollar
equivalent.  Whilst EUTM believes that there are reasonable arguments for
the Payment to be made in Sterling, it has been advised that there is a
material likelihood that a New Zealand court would require the Payment to be
made in New Zealand Dollars to those investors who originally made their
subscription payments in that currency.  Should this (and certain other
assumptions as to the calculation of liability) prove to be the case, and on
the basis of EIC, if necessary, returning the current value of the void
shares to New Zealand investors, EUTM's potential exposure as at
[Thurs]day's date could be increased to approximately GBP5.9 million, plus
the cost of future interest for the period to settlement, accruing at 10%
per annum on the total relevant subscription moneys of GBP16.7 million (as
at [Thurs]day's date).  This level of potential exposure assumes current
equity market levels and the current Sterling/New Zealand Dollar exchange
rate, both of which may change in either direction.

However, EUTM also has reason to believe that there is an industry-wide
issue in New Zealand concerning the non-compliance with certain New Zealand
securities laws, and, accordingly, EUTM, along with certain other similarly
affected fund managers, is investigating options for a collective solution.
EUTM expects to have a greater degree of clarity on the industry-wide issues
by the end of September 2003.  At that point, if EUTM cannot see a ready
solution, it will decide whether to raise validation proceedings in the New
Zealand courts or to investigate such further steps as it may be able to
take to crystallize and cap the liability.

In addition, EFM has an insurance policy in place (subject to an excess of
up to GBP250,000), which could potentially provide up to GBP5 million of
cover in the event that a valid claim is made by EUTM under the policy.  EFM
is in active discussions with its insurance underwriters and their lawyers
to clarify whether a valid claim may be made by EUTM under the policy in the
current circumstances.

As outlined above, EUTM continues to give serious consideration to bringing
legal proceedings in the New Zealand courts to seek to validate any
technically void allotments.  If successful, this action would eliminate any
statutory liability to make the Payment.

Shareholders will continue to be updated in relation to this matter as
appropriate.

CONTACT:  POLHILL COMMUNICATIONS
          Phone: 020 7655 0500

          Julian Polhill
          Lucy Copeman


ELDRIDGE POPE: SDA Limited Tenders Offer for Ordinary Shares
------------------------------------------------------------
SDA Limited, a company that is ultimately wholly owned by Mr. Michael
Cannon, announces that it is today posting to shareholders of Eldridge, Pope
& Co., plc. a tender offer document and form of tender offering to purchase,
by way of tender, up to 4,779,342 ordinary shares representing 19.31% of the
issued share capital of Eldridge Pope.  The tender offer is being made on
behalf of SDA by PricewaterhouseCoopers LLP.

Between June 20 and August 6, 2003, SDA has purchased 2,492,000 Eldridge
Pope ordinary shares, representing approximately 10.07% of the Eldridge Pope
ordinary shares in issue.  These purchases were made principally from five
institutional investors at prices ranging from 135p to 165p per share.
These purchases, combined with the existing holding of Mr Michael Cannon,
have resulted in SDA and Mr Michael Cannon together beneficially owning
2,642,000 Eldridge Pope ordinary shares, representing approximately 10.68%
of the Eldridge Pope ordinary shares in issue.  By way of this tender offer,
SDA is now extending its offer to purchase ordinary shares in Eldridge Pope
at 165p to all Eldridge Pope shareholders (subject to restrictions on
certain overseas shareholders and subject to scaling back if the tender
offer is over-subscribed, as explained in the tender offer document).

SDA will pay a fixed price of 165p (free of all dealing commissions and
charges) for each Eldridge Pope ordinary share.

The tender offer price represents:

(a) a premium of 6.8% over the mid-market price of 154.5p per Eldridge Pope
ordinary share at close of business on August 6, 2003, the latest
practicable date prior to this announcement;

(b) a premium of 15.9% over the average mid-market price of 142.4p per
Eldridge Pope ordinary share in the period June 26, 2003 to August 6, 2003,
being the period since the publication of Eldridge Pope's interim results;
and

(c) a premium of 46.9% over the average mid-market price of 112.3p per
Eldridge Pope ordinary share in the period from February 21, 2003 (being the
date Eldridge Pope issued a trading statement warning that it would report a
loss in respect of its half year to March 30, 2003) to April 11, 2003 (being
the trading day prior to the announcement by Eldridge Pope that it  was in
talks that may or may not lead to an offer for the company).

The tender offer will remain open for acceptance until 3:00 p.m. on August
28, 2003 (the Closing Date).

Additional Details

If tenders totaling less than 1% of the issued share capital of
Eldridge Pope are received then the tender offer will be void; subject to
this condition, a shareholder's tender will be irrevocable.

The full terms and condition of the tender offer are set out in the tender
offer document and form of tender on which alone tenders will be accepted.

The result of the tender offer will be announced by 8:00 a.m. on August 29,
2003, the day after the Closing Date.  Cheques in respect of successful
tenders will be dispatched, or payment in respect of CREST holdings will be
made, no later than 14 days after the Closing Date.  If the tender offer
becomes void then
share certificates will be returned within 14 days of the Closing Date, or
CREST holdings will be re-credited to the relevant shareholder within 7 days
of the Closing Date.

To accept the tender offer, tender forms and share certificates (where
appropriate) should be sent by post or by hand to SDA's receiving agent,
Computershare Investor Services PLC, PO Box 859, The Pavilions, Bridgwater
Road, Bristol BS99 1XZ or by hand only during normal office hours to
Computershare Investor Services PLC, 7th Floor, Jupiter House, Triton Court,
14 Finsbury Square, London EC2A 1BR so as to be received no later than 3:00
p.m. on the Closing Date.  Shares held in CREST should be transferred to
Computershare Investor Services PLC as escrow agent, in accordance with the
instructions on the tender form.

An advertisement in respect of the terms of the tender offer (authorized by
PricewaterhouseCoopers LLP) will be published in the Financial Times and The
Times on August 8, 2003.

Copies of the tender offer document and additional forms of tender may be
obtained from the receiving agent, Computershare Investor Services PLC, at
the Bristol address set out above (Phone: 0870 702 0100).

CONTACT:  SDA LIMITED
          Peter Large
          Phone: 01865 263000

          PricewaterhouseCoopers LLP
          Financial advisers to SDA
          Sean Williams
          Phone: 020 7213 5579
          Gerry Young
          Phone: 020 7212 4027

          Peel Hunt
          Brokers to SDA
          David Davies
          Phone: 020 7418 8900


ELDRIDGE POPE: Clarifies Unsolicited SDA Limited Offer
------------------------------------------------------
The Board of Eldridge Pope has noted the tender offer announced this morning
[Thursday] by SDA Limited, a company that is ultimately wholly owned by Mr.
Michael Cannon.

The tender offer is to purchase (by way of tender) up to 4,799, 342 ordinary
shares, representing 19.31% of the issued share capital of Eldridge Pope,
for 165p per share and to remain open for acceptance until 3.00 p.m. on
August 28, 2003.  At the time of the announcement, SDA Limited disclosed a
holding of 2,492,000 Eldridge Pope ordinary shares, representing
approximately 10.07% of the Eldridge Pope ordinary shares in issue.
Combined with the existing holding of Mr. Michael Cannon, SDA Limited and Mr
Michael Cannon together beneficially own 2,642,000 Eldridge Pope ordinary
shares, representing approximately 10.68% of the Eldridge Pope ordinary
shares in issue.

The Board of Eldridge Pope confirms that the tender offer by SDA Limited is
unsolicited and notes that the announcement makes no reference to SDA
Limited's future intentions.  The Board of Eldridge Pope is considering its
position and intends to seek clarification from SDA Limited as to its
intentions.  The Board will make a further announcement with its response in
due course.

In the meantime, Eldridge Pope shareholders are strongly advised by the
Board to take no action in respect of the tender offer.

CONTACT:  THE COMMUNICATION GROUP PLC
          Michael Holmes/Daniel de Belder
          Phone: 020 7630 1411


FILTRONIC PLC: Corporate Credit Rating Cut on Liquidity Concerns
----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its long-term corporate
credit rating on U.K.-based telecommunications and electronic warfare
equipment manufacturer Filtronic PLC to 'B-' from 'B' due to concerns about
the company's medium-term liquidity.  The outlook is negative.

At the same time, Standard & Poor's lowered its senior unsecured debt rating
on Filtronic, which is applicable to the company's US$94 million of
outstanding notes, to 'CCC+' from 'B-'.

"The rating action reflects Filtronic's weakened cash flow generation in
fiscal 2003, which has put increased pressure on the company's future
liquidity in the run up to the repayment of its US$94 million notes due
December 2005," said Standard & Poor's credit analyst Michael O'Brien.

Furthermore, Filtronic's profitability has been affected by difficult market
conditions. Lower-than-expected demand for third-generation (3G) mobile
network infrastructure, pricing pressures, and decreasing headroom to cut
costs in the face of falling revenues in wireless infrastructure have caused
Filtronic's funds from operations to drop by 54% to GBP16 million (US$26
million) in the year ended May 31, 2003, from GBP34 million one year earlier
(which included a one-off cash payment of GBP10 million).

The continued poor performance of Filtronic's compound semiconductor and
broadband access business segments and associated cash losses also remain a
significant burden on the company.

The company's cash-generative wireless infrastructure and handset components
businesses, however, as well as its leading position as a global supplier of
internal antennae for mobile handsets, could provide some downside
protection if these strengths are adequately managed.

"Filtronic will continue to face challenges in improving its cash flow
generation to a level enabling repayment of its bonds in 2005, given the
lower revenues and weakened profitability of its core wireless
infrastructure business," added Mr. O'Brien.  "If the company is unable to
improve its free operating cash flow and ensure sufficient back-up
facilities in the event of a cash flow shortfall, the ratings could be
lowered further."


HOLMES PLACE: Official Listing on London Bourse Cancelled
---------------------------------------------------------
Following notification from the Financial Services Authority that it cancels
the securities* set out below from the Official List, the London Stock
Exchange (LSE) cancels those securities from trading.  The following
securities are, therefore, cancelled from their official listing on the LSE
with effect from the time and date of this notice.

The listing for this securities have been cancelled from August 7, 2003
08:00 a.m. at the request of the company.

HOLMES PLACE PLC
       Ordinary Shares of 5p each  (0-165-277)(GB0001652774)
           fully paid

If you have any queries relating to the above, please contact Issuer
Implementation at the London Stock Exchange on 020 7797 3545.

* = The FSA cancels securities to the Official List, which are represented
by the class of security disclosed in this Notice.

                     *****

In May, Holmes Place said it was in material breach of its existing banking
arrangements.  It has committed capital obligations of approximately GBP73
million during the next three years, which could not be funded out of its
existing debt facilities.

The company's trading deteriorated significantly during 2002.  It continues
to underperform against budget and its outlook remains uncertain.


ROYAL MAIL: To Submit Disputed Pay Hike Offer to Arbitration
------------------------------------------------------------
Royal Mail is to take its 18 month 14.5% pay offer for the U.K.'s 160,000
postmen and women to the Advisory, Conciliation and Arbitration Service in
an effort to avoid damaging disruption to postal services.

Chief Executive Adam Crozier said, "We've put a great offer on the table
which makes good our promise to up postmen and women's minimum basic
pensionable weekly pay from GBP262 to GBP300.  It's an offer that brings
together above inflation wage increases with substantial extra rises for the
changes that Royal Mail must make.  Advisory, Conciliation and Arbitration
Service have tackled these issues with us before and I hope they can help us
to get the GBP300 a week pay packet off the negotiating table and into
postmen and women's pockets as soon as possible."

The offer is linked to changes already outlined in Royal Mail's turnaround
plan, including the introduction of a new transport network and the move to
a single daily mail delivery.

Mr. Crozier stressed, "None of the changes are new -- and all had been
negotiated with and previously signed up to by the Communication Workers
Union leadership.  What's on the table now is better and simpler than the
agreements that the same leadership recommended to CWU members in June.  And
there are no new job losses that the leadership haven't already accepted and
helped us to manage fairly and in the best interests of our people."

"If we stall now our whole turnaround is under threat.  That's why we want
to go straight to Advisory, Conciliation and Arbitration Service.  The
stakes are too high for rhetoric and politicking to get in the way of
solutions.  We owe it to our people and to our customers not to sacrifice
the industrial relations stability Royal Mail's people have achieved over
the past 18 months."

Royal Mail's revised offer is:

Basic pay:

(a) A 3% rise in basic pay effective October 6, 2003.
(b) A 1.5% rise in basic pay effective April 5, 2004.

Deliveries:

(a) All delivery units to implement a single daily residential delivery by
March 2004.
(b) Town residential deliveries to be planned on the basis of a
three-and-a-half hour span.

(c) Everyone to work a five-day week - with shorter attendances on
Saturdays.

(d) People will be free to organize their own working day, based on job and
finish.

(e) People will get GBP20 added to their weekly pensionable pay when this
single daily delivery is implemented in their unit and an extra GBP6.28 when
it is implemented nationally.

Saturdays in deliveries:

(a) Single daily delivery will mean a longer delivery span, but we want to
get everyone out on the streets as quickly as possible to get on with
rounds.

(b) Saturday attendances will be shorter than weekdays - by re-scheduling
Mailsort 3.

(c) Where it helps, missort runs can be rescheduled. If this isn't
practical, we will look at other options -- such as deploying a sweeper
service -- to make sure all Saturday mail is delivered.

Allowances:

(a) No one will lose out on his or her allowances as a result of this pay
offer.  All the allowances that went up last year will go up again -- by 3%
in October 2003 and 1.5% in April 2004, including the main overtime and
scheduled attendance rates.

(b) If people's shifts have to change because of the operational changes we
need to make, their allowances will be covered by the pay protection element
of the Managing the Surplus Framework agreement -- as long as they have been
doing that shift for six months or more.  This provides up to two years'
protection of current allowances.

Voluntary redundancy:

(a) As well as the voluntary redundancies requested by our people, we are
designing a way to let more of our permanent people leave the business on a
simple exit package, and make a number of long-standing temporary people
permanent.

Mail centers:

(a) Each mail center to be targeted to save between 5% and 10% in staff
costs by March 2004.

(b) People will get an increase of up to GBP20 on weekly, full-time,
pensionable pay when they hit their local targets and an extra GBP6.28 when
the national saving targets are achieved.

(c) For the future, we will trial different approaches to discover the best
way to run our mail centers and how to link pay and bonuses to productivity.
The best approaches will then be rolled out nationally after March 2004.

Mail center closures:

(a) There are only four mail centres that may close in the next two years
(Paddington, Slough, Guildford and Farnborough).

London weighting:

(a) Inner London weighting will increase to GBP3,784 (GBP300 new money).

(b) Outer London weighting will increase to GBP2,667 (GBP300 new money).

(c) This is now a guaranteed pensionable increase and not linked to
productivity.

(d) This puts postmen and women towards the top of the London weighting
league.

Non-operational grades:

(a) Other people working in operations in the Royal Mail letters business,
but not covered by the operational grade, will also get the 3% and 1.5% pay
increases as above.

(b) As a matter of urgency, we will work with the union to explore ways to
link additional pay and bonuses to productivity.


The CWU has submitted these pay claim to Royal Mail:

(a) Substantial increases in pay and allowances

(b) A reduction in the working week

(c) A claim for a substantial increase in payments made under Recruitment
and Retention Incentive Schemes, with the schemes redefined as a cost of
living allowance

(d) Movement towards a common pay date across all businesses

(e) A substantial increase in London Weighting

CONTACT:  ROYAL MAIL
          148 Old Street
          LONDON
          EC1V 9HQ
          Home Page: http://www.royalmail.com


SAFEWAY PLC: Wal-Mart Accused of Influencing Anti-trust Probe
-------------------------------------------------------------
The trip of Wal-Mart's chief executive to Britain days before the
Competition Commission's ruling into the takeover of Safeway has fueled
rumors the retailer is helping convince the commission to approve a takeover
of Safeway by Asda, according to The Telegraph.

The report said Safeway executives saw Wal-Mart chief executive Lee Scott
visit the company's Anniesland, Glasgow "mega store" Monday afternoon last
week.

But Asda, which is owned by Wal-Mart, denied Mr. Scott's visit had something
to do with the commission's investigation.  The supermarket chain said Mr.
Scott's trip was intended at opening Asda's new distribution center in
Lutterworth Leicestershire on Tuesday.

One rival said "If you believe that, you'll believe anything," according to
the report.

It also emerged that Tony De Nunzio, Asda's chief executive, held a meeting
with officials from the Commission two weeks ago.  The meeting was prompted
by concerns that the commission was not looking favorably at a takeover by
Asda, according to industry sources.

The commission's "remedies" statement two months ago, seemed to suggest a
merger between Safeway and Wm Morrison could benefit consumers.  Other
bidders for Safeway include Tesco and J Sainsbury.  The commission will
complete its investigation on Tuesday.  It is expected to submit its report
by mid-September.


YELL GROUP: Announces Exercise of Over-allotment Arrangements
-------------------------------------------------------------
Yell Group plc announces that in connection with the initial public offering
of the Yell Group, Merrill Lynch International, as stabilizing manager, has
given notice exercising, on behalf of the Underwriters, the over-allotment
arrangements in respect of 30.2 million Ordinary Shares in the company.
None of the GBP86.1 million proceeds arising from the exercise of the
over-allotment arrangements will be received by Yell.  Including the
exercise of the over-allotment arrangements, the total size of the Global
Offer was GBP1.23 billion (430.2 million Ordinary Shares).

Following the exercise of the over-allotment arrangements, funds managed or
advised by Apax Partners and Hicks, Muse, Tate and Furst will each hold
approximately 17% of Yell's Ordinary Shares, and management and employees
will hold approximately 4%. Investors in the Global Offer will own
approximately 62% of the Company's issued share capital.

CONTACT:  MERRILL LYNCH INTERNATIONAL
          Bob Wigley, tel +44 (0) 20 7995 2194
          Rupert Hume-Kendall, tel +44 (0) 20 7996 2441

          GOLDMAN SACHS INTERNATIONAL
          Simon Dingemans
          Phone: +44 (0) 20 7774 4615
          Tim Bunting
          Phone: +44 (0) 20 7774 5969


                            *********


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

Troubled Company Reporter -- Europe is a daily newsletter co-published by
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Copyright 2003.  All rights reserved.  ISSN 1529-2754.

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