/raid1/www/Hosts/bankrupt/TCREUR_Public/031210.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

          Wednesday, December 10, 2003, Vol. 4, No. 244


                            Headlines

C Z E C H   R E P U B L I C

CK FISCHER: Shareholders to Iron out K&K Merger Details Dec. 18


F R A N C E

ALCATEL: Moody's Affirms 'B1' Ratings; Outlook Stable
FRANCE TELECOM: Ratings on Review for Possible Upgrade
RHODIA SA: Negotiations with Creditor Banks Advance
VIVENDI UNIVERSAL: Canal Plus CEO Denies Rumored Sale of TV Arm
VIVENDI UNIVERSAL: Hearing on Ex-CEO's Severance Pay Set January


I R E L A N D

ELAN CORPORATION: European Units Next in Auction List


I T A L Y

ALITALIA SPA: Strike Disrupts Nearly 100 Flights; More Coming


N E T H E R L A N D S

HAGEMEYER N.V.: Investors Opposed to Bank-led Rescue Plan
KLM ROYAL: Adjusts Capacity for 2004 Summer Schedule
KONINKLIJKE AHOLD: Completes Sale of Santa Isabel to Nexus Group
NUMICO N.V.: Apollo Management Pays US$750 Million for GNC
NUTRECO N.V.: Unveils Restructuring Plan for Dutch Operations


N O R W A Y

AKER KVAERNER: To Trim down Debt by NOK350 Mln Before Year Ends


P O L A N D

NETIA HOLDINGS: Posts Changes in Share Capital


S W E D E N

ELANDERS AB: To Shut down Excess Operation in Trelleborg


S W I T Z E R L A N D

ABB LIMITED: Final Asbestos Hearing Moved to February 4
ABB LIMITED: To Complete US$2 Billion Divestment Next Year
SAS GROUP: Braathens Further Strengthens Competitiveness
SAS GROUP: Group Passenger Load Factor Dips Slightly in November


U N I T E D   K I N G D O M

AMP LIMITED: Demerger Plan Approved with 'Overwhelming' Majority
CABLE & WIRELESS: U.S. Unit Files for Chapter 11 Bankruptcy
CABLE & WIRELESS: Names John Dubel Chief Executive of U.S. Unit
CABLE & WIRELESS: U.S. Business Secures DIP Financing
CABLE & WIRELESS: Unveils Wide-ranging Cost-cutting Plan

CABLE & WIRELESS: Case Summary & 20 Largest Unsecured Creditors
EURODIS ELECTRON: Sales Fail to Recover as Expected
HOLLINGER INC.: Axel Springer Eyeing Telegraph, Says Report
LONDON CLEARING: Submits Petition for Scheme of Arrangement
SAFEWAY PLC: Trade Ministry Recommences Bidding
SKANDIA U.K.: Chief Executive Justifies Lucrative Bonus


                            *********


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


CK FISCHER: Shareholders to Iron out K&K Merger Details Dec. 18
---------------------------------------------------------------
An extraordinary general meeting to decide the changes in the
articles of association and management board of the combined
companies of entrepreneur Vaclav Fisher and Karel Komarek is
scheduled for December 18.  The meeting was originally set for
November 24, but was postponed because of lack of regulatory
approval.

The merger of three companies owned by Mr. Fischer with K&K
Capital Group was referred to the anti-monopoly office for review
on November 6, giving the regulator 30 days to issue its verdict.
No questions were raised until November 19, enabling the
regulators to come up with a decision before the deadline. The
merger will give Mr. Komarek majority control of CK Fischer,
Fischer s.r.o. and Fischer Air, UOHS Spokesman Kristian Chalupa
said, according to Czech Happenings.

CK Fischer had sales of CZK3.276 billion, and net profit of
CZK59.2 million last year.  This year the company expects a
moderate loss for the fiscal year ended October 31.  The purchase
of Mr. Komarek of 75% of CK Fischer, the largest Czech travel
agency, helped the company survived the crisis that's eating the
company away.


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


ALCATEL: Moody's Affirms 'B1' Ratings; Outlook Stable
-----------------------------------------------------
Moody's Investors Service changed to stable from negative the
outlook on Alcatel's ratings after showing progress in addressing
rating concerns.  All ratings were affirmed at 'B1.'

Moody's took note of the efforts to adjust the cost base, improve
gross margin, and return to consolidated operating profitability
(discounting restructuring charges) since the second quarter of
2003.  It expects ongoing cost cutting and divestments to
stabilize performance and underpin a gradual improvement in
profitability into 2004.  It also expects the company's operating
cash flow before cash restructuring charges to continue to
improve throughout into 2004 minimizing reliance on cash
generating working capital movements.  It is confident of the
company's ability to maintain healthy liquidity and adequate
financial flexibility to meet maturing debt obligations.
Further, Moody's is hopeful that product and geographic revenue
diversification should cushion areas where Alcatel is acutely
challenged.

As of the end of Q3 2003, Alcatel generated revenues of EUR3.04
billion with an improved gross margin at 35.6% and consolidated
operating profit before restructuring charges of EUR160 million.
Net cash balances as at September 30, 2003 amounted to EUR541
million.


FRANCE TELECOM: Ratings on Review for Possible Upgrade
------------------------------------------------------
Moody's Investors Service might raise its ratings on France
Telecom after it showed steady progress in reducing its huge debt
burden.  The debt reduction is in part a result of an improvement
in operational cash flow generation, as well as stronger free
cash flow.

The rating agency said it will review the level of potential
operational cash flow development from France Telecom's cost and
revenue initiatives with a view towards possibly upgrading France
Telecom's ratings.  The company needs to generate sustainable
free cash flow of EUR4 billion or more, while resisting debt
financed acquisitions or other potentially significant cash flow
negative activity, to merit the upgrade.

France Telecom intends to reduce debt by EUR15 billion from
operational cash flow during a three-year period starting at the
beginning of 2003.  The ratings under review are the 'Baa3'
long-term and Prime-3 short-term debt ratings.  The ratings
affected by the review are Alcatel's convertible global bonds,
Euro MTNs, Eurobonds, Floating Rate Euro MTNs, Floating Rate
French Franc Bonds, French Bonds, Swiss Franc Bonds, its issuer
rating and bank loan rating.


RHODIA SA: Negotiations with Creditor Banks Advance
---------------------------------------------------
Rhodia, which recently presented its debt-refinancing plan to 23
creditor banks, is confident that a deal could be finalized soon.

La Tribune said in October the French chemicals company is in
talks with banks to restructure its debt in a EUR2.1 billion
refinancing deal.   Rhodia did not provide the details of
program, but the report said the transaction would include a
EUR800 million syndicated loan, a EUR300 million rights issue and
EUR700 million worth of asset sales by the end of 2004.

Recently Rhodia reiterated its plan to dispose as much as EUR1.3
billion in assets, but did not update the public on its progress.
Rhodia plans to dispose assets at their full value to raise at
least EUR700 million over the next 12 months.  Moody's has said
this could be difficult to achieve because of the depressed
environment in the chemicals industry.  Last month, the rating
agency lowered its Senior Implied rating for Rhodia from 'Ba2' to
'B1,' and its senior unsecured and senior subordinated debt
ratings to 'B2' from 'Ba2,' and 'B3' from 'Ba3,' respectively.
The outlook is negative.


VIVENDI UNIVERSAL: Canal Plus CEO Denies Rumored Sale of TV Arm
---------------------------------------------------------------
Canal Plus Chief Executive Bertrand Meheut denied rumors that
French media group Lagardere is about to buy the unit of Vivendi
Universal.  Citing an interview published in newspaper Journal du
Dimanche, Dow Jones quoted Mr. Meheut saying his company "is not
for sale."  Vivendi Universal is already "doing much better," he
said.

Canal Plus Group had another strong quarter with a positive
operating income and a positive cash flow from operations.  For
the third quarter of 2003, Canal Plus Group's operating income of
EUR133 million confirms the significant turnaround observed in
the first half of this year.  Canal Plus previously had annual
losses of EUR325 million.


VIVENDI UNIVERSAL: Hearing on Ex-CEO's Severance Pay Set January
----------------------------------------------------------------
In the context of Vivendi Universal's (Paris Bourse: EX FP; NYSE:
V) suit for damages against Mr. Messier and Mr. Licoys, based on
their failure to obtain authorization by the Board of Directors
before signing a termination agreement granting Mr. Messier
severance payments amounting to EUR20.5 million, the Paris
Tribunal de Commerce (commercial court) decided to simultaneously
hear Vivendi Universal's claim and the objections submitted by
Messrs. Messier and Licoys.

A hearing on procedural matters will take place on January 26,
2004.  Another hearing on the parties' claims and defenses will
occur on March 1, 2004.

The court has requested that on January 26, 2004, Vivendi
Universal produce records of Board meeting minutes and
attendance, as well as the notifications concerning those
meetings.  Vivendi Universal will produce those documents
pursuant to rules set by the court to ensure their
confidentiality. This filing will enable the court to verify that
all relevant extracts from the minutes have already been
produced.

CONTACT:  VIVENDI UNIVERSAL
          Investor Relations
          Paris
          Daniel Scolan
          Phone: +33 (0) 171 71 32 91

          Laurence Daniel
          Phone: +33 (0) 1 71 71 12 33


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I R E L A N D
=============


ELAN CORPORATION: European Units Next in Auction List
-----------------------------------------------------
Elan Corporation confirmed it is negotiating with a third party
for the disposal of certain European operations, primarily
consisting of its sales and marketing business there.   Elan
said, however, it "cannot make any assurances that the
transaction will be completed or the timing of such completion."

The businesses are spread over U.K., France, Italy, and Spain.
Together the operations employ about 200 people and have revenues
of US$110 million.  Research and development operations are
understood to be excluded from the sale, the Guardian said.

David Marshall, a pharmaceutical analyst at Irish stockbrokers
NCB, estimated the value of the assets at between US$150 million
and US$200 million, according to the report.

"The other main area which we would expect to be sold is the drug
delivery operations," said Mr. Marshall, explaining the business
"has little overlap with the rest of the business."

The company has raised around US$2 billion (EUR1.64 billion) in
asset disposals in the past year.  Last month it completed a
US$630 million (EUR517.11 million) share and bond offering to pay
almost US$500 million (EUR410.4 million) in debt due later this
month.


=========
I T A L Y
=========


ALITALIA SPA: Strike Disrupts Nearly 100 Flights; More Coming
-------------------------------------------------------------
Troubled Italian carrier Alitalia S.p.A. last week cancelled 42
national flights and 50 international flights in anticipation of
the scheduled strike that happened early this week.  The protest
action staged by Alitalia flight controllers on Tuesday affected
11,000 passengers.  Workers will also go on strike tomorrow,
December 11 and December 17.

Alitalia employees are against the company's plan to cut 1,500 of
the company's 21,000 jobs and outsourcing a further 1,200 under
its restructuring program.  Last month employees of the national
air carrier staged a four-hour strike, which grounded 195 flights
and stranded 25,500 passengers.


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


HAGEMEYER N.V.: Investors Opposed to Bank-led Rescue Plan
---------------------------------------------------------
Institutional investors of troubled Dutch trading firm,
Hagemeyer, are reportedly considering joining forces to block the
rescue plan being prepared by the company's lenders. Intesatrade,
citing Het Financieele Dagblad, said the investors consider the
plan too lopsided in favor of the banks.  The creditors are
proposing a EUR350 million to EUR450 million rights issue priced
at EUR1.20, whereby the banks could get the majority of Hagemeyer
shares.

The Dutch electrical equipment distributor has been hard-hit by
problems in its U.K. business, where the failure of a new IT and
logistics system introduced last year led to a collapse in market
share.  Its net debt rose to EUR973 million (US$1.2 billion) by
end-September from EUR896 million in June.  It has forecasted
cash-drain the rest of the year.


KLM ROYAL: Adjusts Capacity for 2004 Summer Schedule
----------------------------------------------------
KLM Royal Dutch Airlines will restore capacity this summer to the
level originally projected last year.  KLM substantially cut back
capacity during the 2003/04 summer and winter schedules, in
response to declining demand as a result of the SARS crisis.  The
upcoming summer schedule commences on Sunday, March 28, 2004, and
ends on Saturday, October 30, 2004.

KLM will launch scheduled services to the new destinations Riga
in Latvia and Kristiansand in Norway at the start of the 2004
summer schedule.  In addition, KLM will adjust flight frequency
and switch aircraft types on many routes, in response to traffic
developments.

Europe

The new roundtrip services to Riga and Kristiansand will be
operated by KLM cityhopper with Fokker 70 aircraft.  Riga will be
served twice daily and Kristiansand once daily.

Services to Bristol, Budapest, Edinburgh, Glasgow and Hanover
will be reduced by one flight a day, but larger aircraft types
will be deployed on most of these routes.

North America
KLM and Northwest Airlines will further extend their successful
joint venture this summer, with additional KLM-operated services
to Minneapolis and Houston.  Flight frequency between Amsterdam
and Minneapolis will be raised from two to three daily
roundtrips, while frequency between Amsterdam and Houston will
increase from seven to nine weekly roundtrips.  The number of
weekly roundtrips between Amsterdam and Miami will be reduced
from seven to five.

KLM will deploy its new Boeing 777-200 ERs on routes to New York
JFK and San Francisco in the summer of 2004.

Capacity will be increased on daily services to Toronto by
deploying Boeing 747-400s instead of Boeing 777s.

Central & South America

Flight frequency to Caracas will be raised from four to five
weekly roundtrips as of May 1, 2004.  Services to Sao Paulo will
be operated by Boeing 777s in the summer of 2004.

Asia/Pacific

This summer, KLM will begin exercising its extended landing
rights for China and Japan, operating daily roundtrips to
Beijing, Shanghai and Tokyo.  Several weekly flights to Shanghai
and Tokyo will be operated with Boeing 777 equipment.
Frequency to Almaty will be raised from three to four weekly
roundtrips.

Africa

Frequency to Cape Town will be reduced from seven to five weekly
roundtrips in response to seasonal traffic fluctuations.  In the
summer, these daytime flights will be operated with Boeing 777
equipment.

Frequency on the Kilimanjaro and Dar-es-Salaam routes will be
reduced from seven to five weekly roundtrips in April and May,
which mark the rain season in these popular tourist destinations,
traditionally resulting in a decline in traffic on these routes.

KLMs flights to Cairo will be switched to different days, but
frequency will be maintained at five weekly roundtrips

Middle East

KLM is still unable to commence services to Baghdad, owing to the
continuing instability.  Passengers bound for Baghdad are
currently being flown to nearby Kuwait.  The daily services to
Dubai will be operated with Boeing 777 equipment during the
summer.

KLMs 2004 summer schedule can be found on http://www.klm.comand
in reservations systems.


KONINKLIJKE AHOLD: Completes Sale of Santa Isabel to Nexus Group
----------------------------------------------------------------
Ahold has reached an agreement with Grupo Interbank and a group
of investors led by Nexus Group on the sale of Peruvian unit,
Supermercados Santa Isabel S.A.  The shares of Santa Isabel will
be transferred through the Lima stock exchange.  Santa Isabel
listed its shares on the Lima stock exchange on December 5, 2003.
The transaction is expected to close before year-end.  The
purchase price was not disclosed.

Grupo Interbank is one of the largest financial groups of Peru,
with investments in banking, mutual funds and insurance.  Nexus
Group is an active investor in Peru, with operations in
entertainment and tourism.

The divestment of Santa Isabel in Peru is part of Ahold's
strategic plan to restructure its portfolio in order to focus on
high-performing businesses and to concentrate on its mature and
most stable markets.  In this divestment process, Ahold sought a
buyer willing to ensure business continuity, providing the best
possible option for the customers, employees and suppliers of
Santa Isabel and the stakeholders of Ahold.

Ahold entered the Peruvian market in 1998.  In terms of sales,
Santa Isabel is the second largest food retailer in Peru,
currently operating 35 stores, of which 8 hypermarkets, and
employing approximately 5,000 associates.

CONTACT:  AHOLD
          Corporate Communications
          Phone: +31.75.659.57.20


NUMICO N.V.: Apollo Management Pays US$750 Million for GNC
----------------------------------------------------------
Royal Numico N.V. completed the sale of GNC (U.S.) to Apollo
Management for US$750 million in cash on Friday.  With this
transaction, Numico has entirely withdrawn from the nutritional
supplements sector.  The proceeds of the transaction were
received December 5, 2003.  It will be used to pay down the
dollar-denominated part of the existing senior bank loan
facility.  GNC was deconsolidated on the same day.

With the completion of this transaction, Numico expects to be
able to fully focus on its core businesses, Baby Food and
Clinical Nutrition, and become a high-growth, high-margin
specialized nutrition Company.

Royal Numico is a specialized nutrition company with leading
positions in Baby Food and Clinical Nutrition.  The company
operates in over 100 countries and employs approximately 11,000
people (http://www.numico.com)

CONTACT:  ROYAL NUMICO N.V.
          Investor Relations
          Phone: +31 79 353 9003


NUTRECO N.V.: Unveils Restructuring Plan for Dutch Operations
-------------------------------------------------------------
Nutreco's subsidiary for fresh poultry products in the Benelux,
Pingo Poultry, bared the measures taken to carry out the
restructuring of its activities in the Netherlands, which was
announced earlier this year.  Around 125 jobs (FTE) will be lost.
Pingo Poultry will make every effort, in conjunction with the
trade unions and works council, to re-employ as many employees as
possible within its own company or other Nutreco companies.

Earlier this year, Nutreco announced that the drastic
consequences of the outbreak of Avian Influenza for the poultry
sector necessitated a restructuring of its poultry activities in
the Benelux.  Pingo Poultry will further concentrate its
activities on the production of fresh poultry and poultry
products for large supermarket chains in the Netherlands and
Belgium.  Other segments supplied include the industrial food
market and the food service industry in North-West Europe.

In September 2003, Pingo Poultry announced a reorganization of
its Belgian activities.  The production location in Stevoort has
since been closed and all Belgian activities are now concentrated
in Maasmechelen.  The Dutch headquarters of Pingo Poultry were
also reorganized. Pingo Poultry plans to close the production
location in Cuyk, while the activities in Mierlo (Brabant) will
be expanded.  The production in Goor (Overijssel) will be
continued.

In the new situation for the Netherlands and Belgium, the company
will employ approximately 1,040 employees at three production
locations.  The total costs of the restructuring of the Dutch and
Belgian activities, including asset write-offs, are estimated to
be around EUR14 million.  These costs will fully materialize in
the second half of 2003.

Nutreco Holding N.V.

Nutreco Holding N.V. is an international company with leading
positions in high-quality food for human and animal consumption.
The company is present at various stages of the fish, poultry and
pork production chains.

These activities are organized into two Business Streams, Nutreco
Aquaculture and Nutreco Agriculture.

Eight Business Groups with eighteen Business Units operate within
these Streams, incorporating more than 120 production and
processing plants in 22 countries with approximately 13,000
employees.  Since its flotation in June 1997, Nutreco made
acquisitions in the Netherlands, Spain, Germany, Canada, Poland,
Chile, France, Portugal, Scotland, Belgium, Hungary, Norway,
Australia and the United States of America.

Nutreco's sales in 2001 were EUR3,835.3 million.  Nutreco is
quoted on the Official Segment of the stock market of Euronext
(Amsterdam) and is included in the Amsterdam Midkap Index, the
Euronext 150 Index and the Next Prime Index (Euronext).


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


AKER KVAERNER: To Trim down Debt by NOK350 Mln Before Year Ends
---------------------------------------------------------------
Aker Kvaerner will repay about NOK350 million of debt by the end
of this year, and thereby reduce the outstanding balance on debt
maturing December 31, 2004.  In doing so, the company applies
some of its surplus liquidity to reduce debt and thereby current
interest charges.  Cash and bank deposits in the group totaled
NOK5.2 billion at September 30.  The outstanding balance on the
three-year credit before the partial repayment is roughly NOK3.5
billion.

For the bondholders in "Flytende rente Kvaener ASA obligasjonslan
2002/2004" with ticker KVI 55 on the Oslo Stock Exchange the
partial repayment will be made by a drawing among bondholders
registered in VPS on December 18, 2003.

Aker Kvaerner ASA is a leading global provider of engineering and
construction services, technology products and integrated
solutions.  The business within Aker Kvaerner spans a number of
industries, including Oil & Gas production, Refining & Chemicals,
Pharmaceuticals & Biotechnology, Mining & Metals, Power, Pulping
and Shipbuilding.  Aker Kvaerner has aggregated annual revenues
of approximately US$6 billion and employs around 29,000 employees
in more than 30 countries.

CONTACT:  AKER KVAERNER
          Investor relations
          Tore Langballe, Vice President Investor Relations
          Phone: +47 67 51 31 06


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


NETIA HOLDINGS: Posts Changes in Share Capital
----------------------------------------------
Netia S.A. (WSE: NET), Poland's largest alternative provider of
fixed-line telecommunications services, announced its share
capital has increased in connection with the exercise of certain
warrants issued by Netia.

(a) Share Capital

As of December 1, 2003, Netia's issued and outstanding share
capital was PLN344,393,550 and represented 344,393,550 shares,
PLN1 par value per share, each share giving right to one vote at
Netia's general meeting of shareholders.

A motion for the registration of the share capital increase by
the Polish court was filed on December 8, 2003.

(b) Warrants Issued.

As of December 1, 2003, Netia issued 348,338 series J shares
pursuant to the exercise of 220,717 two-year subscription
warrants and 127,621 three-year subscription warrants by their
holders at an issue price of PLN2.53 per share.  Each series J
share entitles its holder to one vote at Netia's general meeting
of shareholders.  Netia's series J shares are publicly traded on
the Warsaw Stock Exchange under the same code as all other
ordinary shares of Netia i.e. PLNETIA00014.

The subscription warrants were exercised in accordance with
Netia's Polish prospectus, dated April 17, 2002, as amended.

(c) Outstanding Warrants

As of December 2, 2003, these warrants were traded on the Warsaw
Stock Exchange:

    (i) 32,203,504 two-year subscription warrants were traded
        on Warsaw Stock Exchange under the ticker "NETPPO2,
        entitling their holders to subscribe for Netia's series
        J shares by April 29, 2005; and

   (ii) 32,296,600 three-year subscription warrants were traded
        on Warsaw Stock Exchange under the ticker "NETPPO3,
        entitling their holders to subscribe for Netia's series
        J shares by April 29, 2006.

(d) Updated Information on Netia's Share Capital

Current information on Netia's share capital increases is
constantly updated and made available at the Polish National
Depositary for Securities and Warsaw Stock Exchange as well as on
Netia's website (http://www.investor.netia.pl). The share
capital as currently registered by the Polish court, in the
amount of PLN 344,393,130, reflects the status as of November 1,
2003, and will be amended following the consideration of a motion
for the share capital increase filed with the court on December
8, 2003.

Share capital increases in connection with the exercise of
Netia's outstanding warrants will be announced both in Poland and
in the U.S. in the form of a press release once a month by the
8th day of each month, and, in addition, each time in the event
of an exercise of warrants constituting 5% or more of all
warrants issued by Netia.

CONTACT:  NETIA
          Anna Kuchnio, Investor Relations
          Phone: +48-22-330-2061


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


ELANDERS AB: To Shut down Excess Operation in Trelleborg
--------------------------------------------------------
Elanders continuously adjusts capacity based on market conditions
in the regions and segments where the Group is active in order to
be competitive in the long run.  The Group also works
successfully on raising productivity in its various production
units, which gradually increases available capacity.  Large
volumes, primarily in the mobile telephone segment, have
previously been placed in Elanders' foreign plants as a result of
customer relocation.  The market in the Skane region for certain
types of printing is and has been in decline.

With all these factors combined it is no longer profitable for
Elanders to maintain two similar operations so geographically
close to each other in Skane.  Operations in Berlings Skogs AB in
Trelleborg will be phased out and 48 employees have been given
notice conditional upon customary union negotiation, which will
begin immediately.  The operations are expected to be shut down
by the end of the first quarter in 2004.

The decision to close the unit in Trelleborg and direct resources
to the unit in Malmo is based on the strategic importance for the
Group's development Elanders places on being located in Sweden's
third largest city and within the Oresund region.

The cost of closing down the Trelleborg unit charges Group
profits for 2003.  The previous forecast presented by Elanders
for 2003 of pre-tax profits of around SEK50 million and a
continued positive cash flow remains the same.

CONTACT:  ELANDERS AB
          Patrick Holm, President and CEO
          Phone: +46 300 50 195
                 +46 708 210 410


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


ABB LIMITED: Final Asbestos Hearing Moved to February 4
-------------------------------------------------------
The Pennsylvania-based Third Circuit Court of Appeals has
rescheduled the final hearing of ABB Limited's asbestos case from
January 12 to February 4, 2004, AFX News agency reported Friday,
citing the company.

According to the report, the postponement was due to
administrative reasons.  The company said although there has been
a change in the schedule of the hearing, it will not affect the
outcome, which it expects would be favorable to the company.

"The change in schedule is of no significance for the outcome of
the hearing... we are confident our plan will be confirmed," ABB
said.

In June, TCR-Europe said a proposed US$1.2 billion asbestos
settlement was approved by Delaware bankruptcy Judge Judith
Fitzgerald on the condition that the company will provide
documents about its efforts to find people who had claims only
against ABB Lummus or Basic Inc. and what the company did to get
their votes for the plan.

Thirteen claimant groups have lodged appeals against the proposed
settlement.

ABB's asbestos suit stems from its U.S. unit Combustion
Engineering that produced boilers that were insulated with the
cancer-causing fiber.  More than 100,000 people have sued ABB,
claiming to have come in contact with asbestos.  The unit filed
for bankruptcy on February 17 with a pre-negotiated
reorganization plan to deal with millions of dollars in
asbestos-related personal injury claims.


ABB LIMITED: To Complete US$2 Billion Divestment Next Year
----------------------------------------------------------
ABB Limited's disposal program could generate US$2 billion for
the troubled company, which is aiming to reduce debt to US$6.5
billion by year's end.  According to Intesatrade, ABB Chief
Financial Officer Peter Voser told German weekly Euro am Sonntag
the company already generated US$860 million from the sell-offs.

"[A]round US$1.1 billion is still to come... We will complete
this in 2004," Mr. Voser said.

ABB is a leader in power and automation technologies that enable
utility and industry customers to improve performance while
lowering environmental impact.  It is currently disposing assets,
including a power network and the Red Bank coal-powered
electricity station in Australia, to reduce a debt that has
reached US$8.3 billion at the end of the second quarter.


SAS GROUP: Braathens Further Strengthens Competitiveness
--------------------------------------------------------
In the presentation of the SAS Group's third-quarter interim
report, the measures to be taken within Braathens as part of
Turnaround 2005 were specified at SEK500 million.  These measures
are being implemented.  At a Board meeting of Braathens it was
decided to initiate additional measures amounting to SEK500
million, which means that Braathens' total savings within
Turnaround 2005 amount to SEK1,000 million.

The new cost reductions will further strengthen Braathens'
competitiveness in relation to low-cost competitors in the
Norwegian market.  With this action, Braathens establishes the
foundation for being able to compete at the price levels
currently prevailing on the market and in the future with
satisfactory profitability.  The effects from the new
measurements in Braathens will mainly take effect during 2004,
and partly in 2005.  Full effect will take place as from 2006.
All airlines in the SAS Group are currently implementing actions
to secure a strong position in the various markets with
competitive prices.

Scandinavian Airlines and Braathens have carried out several
price reductions as a result of cost improvements.  With the new
measures, Braathens will achieve a total unit cost of about
NOK0.60 per available seat kilometer (ASK).  As opposed to the
purely low-cost companies, Braathens will retain some of the
service elements such as transfers, transit check-in, baggage
transfer and interlining with other airlines.  These service
elements are important to all of the passengers who travel with
several connections.

With a unit cost of NOK0.60 per seat kilometer (ASK), Braathens
achieves a cost level that is fully competitive with both
Norwegian and international low-cost airlines and further
strengthens Braathens' competitiveness in relation to other
carriers.  Compared with the current unit costs level of about
NOK0.76, this represents a unit cost reduction of about 20%.
Unit costs are the base for airlines' competitiveness, price
level and profitability.

The additional measures now approved for implementation within
Braathens comprise a broad number of activities such as
increasing productivity of the aircraft, pilots, cabin crews and
administration.  Braathens will also focus on increased Internet
sales and ticket-less travel.  The measures involve improvements
and efficiency enhancements within all parts of Braathens'
organization.

"The new measures will give Braathens a significantly improved
competitiveness and strengthen Braathens' position on the
Norwegian market as an efficient and inexpensive supplier of
travel, both domestic and to Southern Europe, but with a
full-service product that the low-cost companies cannot deliver,"
says Knut Solberg, President of Braathens.  "We have noted that
our largest competitor on the Norwegian domestic market via the
media has steadily referred to Braathens and moreover stated that
the costs between the companies differed considerably in 2003 and
that this difference will be even greater in the future.  This is
incorrect.  This year Braathens has a unit cost that is on par
with the level given by Norwegian as its unit cost during 2003.
As a result of the new measures, in the future we will be able to
compare ourselves with any other carrier," says Solberg.


SAS GROUP: Group Passenger Load Factor Dips Slightly in November
----------------------------------------------------------------
Market trends and yield development

The traffic development in November showed a small increase, but
with reduced passenger yields across all airlines in the Group.
Overall passenger load factor decreased 1.1 p.u. and passenger
traffic increased by 0.5% during November.

In general, growth has improved slightly on European and
intercontinental routes, but the domestic and Intrascandinavian
markets are still characterized by weak demand.

Braathens traffic increased in November driven by the positive
development on international routes.  Adjusted for a method
change Spanair's traffic increased in November with improved load
but with reduced yields.

A slightly reduced overall yield decrease was expected for
October compared with earlier months and the outcome showed
yields down 10.1% month by month and 12.4% for the period Jan-
Oct.  Yields on the European routes were down approx 18% in
October.

The overall yield development in October showed some improvements
compared with previous months, but indications for the last two
months of 2003 shows continued pressure on yields. Price cuts
were implemented in Scandinavia as from October 26 and it will
push yields further as from November by approx. 2-3% vs. 2002.
The restructuring plan "Turnaround 2005", is proceeding according
to plan in order to secure a sustained profitability level in a
lower yield environment.  Due to the situation with continued
yield pressure, the outlook remains cautious.

Scandinavian Airlines

(a) Scandinavian Airlines traffic (RPK) decreased by 1.3% in
November 2003 compared with 2002.

(b) Scandinavian Airlines passenger load factor decreased by 1.6
p.u. to 61.8%

Demand on the long haul routes showed some strength during
November.  Intercontinental traffic in November increased by 0,4%
vs. 2002 and load factors improved by 2.9 p.u.

Traffic on the European routes was up 4.5%.  Snowflake has its
low season now and showed a load factor slightly below 50%.
Intrascandinavian traffic was characterized by slow demand.
Norwegian domestic market has improved compared with previous
months, while demand on Swedish domestic routes has weakened
significantly.

Internet Sales

The proportion of Internet sales on http://www.scandinavian.net
was 5,1% in October 2003 compared with 1,7% in October 2002.

Punctuality

Within 15 minutes 89,8% of flights departed on time and within 2
minutes 66.1% of flights departed on time.

Spanair traffic development

Spanair adjusted to the seasonal variations and reduced the total
capacity slightly in November.  The overall ASK decreased by 4.0%
and the RPK with 3.6% compared to last year.

Within the domestic network, capacity has been moved from the
Balearic Islands to the Canary Islands and also to routes within
the Iberian Peninsula.  Compared to November last year, the
domestic ASK decreased by 1.4% and the RPK by 5.1%, resulting in
a 2.1 p.u. lower load factor.

Generally, the European markets developed slower than the
domestic but through a careful capacity adjustment, Spanair
managed to increase the load factor with 6.3 p.u.  The ASK was
11,1% lower than last year while the RPK grew with 1.9%.  The
route between Madrid-Frankfurt expanded from two to three daily
flights in May 2003.  Valencia-Munich developed from 1 to 2 daily
flights compared to November last year compensating for the
cancellation of Malaga-Munich from the beginning of September.
The route Madrid-Stockholm is temporarily suspended until summer
2004.

Last year "part charter" flights were accounted as schedule, but
are not included in the figures since January 2003.  Adjusted for
this method change overall ASK grew by 3.5% compared to last
year, RPK grew by 6% and load factor grew with 1.1 p.u. to 52.6%.

Braathens traffic development:

Braathens scheduled passenger traffic (RPK) showed an overall
increase of 15.5% in November 2003 vs. November 2002 and the
number of passengers increased by 1.0%.  Capacity (ASK) increased
by 11,4% and the passenger load factor increased by 2.0 p.u. to
55.5%.

The Norwegian domestic routes showed a 2.6% decrease in RPK while
ASK increased by 1.1 % in November 2003 vs. November 2002.
Domestic passenger load factor decreased by 2,0 p.u. to 51,9% in
November 2003 vs. November 2002.  The increase in number of
passengers, RPK and ASK on international routes reflects the
opening of new routes on March 30, 2003.  Passenger load factor
on international routes increased by 14.9 p.u. to 66.9% in
November 2003 vs. November 2002.

Wideroe's traffic development

Total number of passengers was reduced by 0.8% in November
compared with last year.  However, traffic in RPKs was up by
0.9%, as a result of increased average distance.  With a capacity
increase of 0.8%, overall load factor increased slightly to
52.7%.  Load factor on the domestic sector developed positively,
but on the U.K. market the load factor declined as traffic did
not increase in line with capacity.

Blue 1's traffic development

Blue1's total passenger traffic (RPK) increased with 58% compared
to last year and the capacity (ASK) increased with 56%. With a
passenger increase of 52%, Blue1 continued to gain market share.


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


AMP LIMITED: Demerger Plan Approved with 'Overwhelming' Majority
----------------------------------------------------------------
AMP Limited shareholders have overwhelmingly approved the
demerger proposal to create two regionally based companies.

Pending Federal Court approval, the two entities -- AMP in
Australasia and HHG in the United Kingdom -- will be operating
independently by the end of the year.

AMP Chairman Peter Willcox said the AMP Board was delighted that
shareholders had endorsed the demerger proposal, which has
unanimously recommended by the Board.

Shareholders approved three resolutions at an Extraordinary
General Meeting in Sydney.  All three resolutions were passed
with large majorities.

The vote on the demerger resolution attracted an overwhelmingly
positive result with 99.35% of shares voted in favor.

Mr. Willcox said he was particularly pleased with the shareholder
vote, the highest at an AMP meeting since demutualization.  A
total of 142,717 AMP shareholders or almost 15% of the
shareholder base voted either by proxy or at the meeting.  At the
2003 Annual General Meeting, just 4.7% of shareholders voted.

"Today's historic vote by shareholders to approve the demerger is
a defining moment for AMP," Mr. Willcox said.  "Shareholders have
been justifiably angry with the post-demutualization performance
of AMP and the new Board and management team were determined to
deal with the issues of the past."

"From the moment the Board announced the demerger proposal in
May, our aim has been to create two strong, viable companies --
AMP and HHG -- that will have better opportunities as separate
businesses, than if they continued to be managed together.

"With the process almost complete, each company will now be
focused on strong improvement in operating performance to deliver
better long-term value to shareholders."

The final step to make the demerger effective will be Court
approval of the Scheme of Arrangement.  AMP expects the Court
hearing to commence December 11 and hopes to be completed by
Monday, December 15.

On December 16-17, AMP shares will be placed in a trading halt to
allow the institutional bookbuild for the AMP Rights Offer to
proceed.  The fully underwritten Rights Offer will raise AU$1.2
billion, which will be used to redeem AMP's Reset Preferred
Securities (RPS).

The bookbuild price and outcome of the Rights Offer will be
announced on December 17.  AMP shareholders who participate in
the Rights Offer will receive a 10% discount to the bookbuild
price.  On December 18 AMP shares will begin trading as the new
AMP, without entitlement to HHG shares.

If the HHG capital raising proceeds, the offer price is expected
to be announced on December 22.  HHG shares are expected to list
on the London and Australian Stock Exchanges on December 22 and
23 respectively.  Shareholders should receive their HHG shares
certificates/holding statements, along with an information pack,
in early January 2004.

For AMP shareholders who participate in the AMP Rights Offer,
statements for their additional shares in AMP should also be
received in early January.  Shareholders who choose not to
participate in the AMP Rights Offer should receive their payment
of 8.2 cents for the value of their rights at this time.  It is
expected that RPS Holders will be issued a notice of redemption
on December 23 and redemption payments received by January 14,
2004.

In terms of Capital Adjustment Resolution approved by
shareholders [yesterday], the proportion of total AMP shares to
be cancelled will be calculated by reference to the volume
weighted average price (VWAP) of AMP shares sold on the
Australian Stock Exchange for the ten business days prior to
[yesterday's] meetings.  The VWAP price is AU$5.91.  For further
details of the calculation, refer to section 3.2.2 of the EM.

To view voting results:
http://bankrupt.com/misc/amp_limited01.pdf

To view related notification by HHG Plc:
http://bankrupt.com/misc/amp_limited02.pdf

To view Chairman's address to the shareholders:
http://bankrupt.com/misc/amp_limitedO3.pdf

CONTACT:  AMP LIMITED
          Media Inquiries
          Karyn Munsie
          Phone: +61 2 9257 9870
                  0421 050 430

          Matthew Coleman
          Phone: +61 2 9257 2700
                  0421 611 138

          Investor Inquiries
          Mark O'Brien
          Phone: +61 2 9257 7053


CABLE & WIRELESS: U.S. Unit Files for Chapter 11 Bankruptcy
-----------------------------------------------------------
Cable and Wireless plc announced on June 4, 2003 its intention to
exit its U.S. businesses for the least cost, compatible with
taking into account customers' interests.  In November 2003 it
highlighted that to make the business more commercially viable it
had reduced operating losses, cash outflow, headcount,
outstanding lease obligations and the number of data centers.  In
reporting progress at the interim results in November, the
company described a more formal separation from Cable & Wireless
America.

On Monday, Cable and Wireless plc announces that an affiliate of
Gores Technology Group LLC has entered into an agreement with its
subsidiaries Cable & Wireless USA and Cable & Wireless Internet
Services, together called Cable & Wireless America (CWA), to
acquire substantially all of the assets of CWA for a sum of $125
million payable on the terms discussed in more detail below.

As a condition of the Asset Purchase Agreement and at the request
of Gores Technology, CWA has agreed to conduct the sale of the
U.S. Businesses under Chapter 11 Section 363 of the U.S.
Bankruptcy Code.  The Chapter 11 filing made on Monday by CWA
will facilitate the sale by permitting a restructuring of CWA to
create a substantially lower cost base, primarily through the
elimination and renegotiation of certain lease and other
contractual commitments.  Other qualifying bidders will have an
opportunity to submit higher and better offers for the U.S.
Businesses through a court-supervised competitive bidding
process.

The offer from Gores comprises US$50 million in cash and $75
million in a loan note from Gores Technology, in each case to be
delivered on completion of a sale of the U.S. Businesses to Gores
Technology.  It is subject to closing adjustments based on
business performance targets, which have been set for working
capital, revenue and certain overhead expenses.  Although the
Purchase Price could be reduced if CWA does not achieve these
targets, under the terms of the Asset Purchase Agreement, it
cannot be reduced to less than $50 million.

CWA expects the Purchase Price from the asset sale process will
be applied to satisfy outstanding liabilities of CWA in
accordance with the U.S. Bankruptcy Code.

Francesco Caio, CEO, Cable and Wireless plc, said: "As I said
last June, we were looking for ways to achieve a least cost exit,
whilst taking account of our customers' interests.  I am
therefore pleased we have found a solution that will allow the
U.S. Businesses to have a positive future under new ownership."

He added: "One of our key priorities is ensuring that we maintain
service for customers, whether they are U.S. based customers, or
international customers requiring services to, from and within
the U.S., and we will keep customers appropriately informed."

Richard Lapthorne, Chairman, Cable and Wireless plc said: "The
use of Chapter 11 is a well-recognized procedure in the U.S. to
sell and restructure businesses, and should enable an orderly
transition.  The Cable and Wireless plc Board believes that this
route to exit our U.S. operations is in the best interests of the
group, shareholders, customers and employees.'

Cable and Wireless plc will continue to be a major service
provider to customers whose international communications needs
include services to, from and within the U.S.  To provide these
services independently of CWA, Cable and Wireless plc has
established new, appropriately sized facilities, service delivery
platforms and access provision for the U.S., all connected to its
international network.

The U.S. businesses will continue to provide IP and Hosting
services to its customers and operate the U.S. Businesses in the
ordinary course throughout the court-supervised auction process.
To provide CWA with cash to meet its ongoing obligations to
customers, employees and suppliers during this period, Cable and
Wireless plc has signed an agreement with CWA to provide up to
$100 million of funding (known as `debtor-in-possession'
financing).

Cable and Wireless plc cannot determine the final precise cost of
the U.S. exit process being executed through Chapter 11 until it
has been completed.  However, at this stage, Cable and Wireless
plc expects that the remaining cash costs of exit to the Group,
including the `debtor-in-possession' financing, from October 1,
2003 to completion should not exceed GBP300 million.

Notwithstanding the installation of alternative facilities to
continue to support customers, Cable and Wireless plc expects
there to be a consequential impact of the sale of the U.S.
Businesses on the revenues and costs of certain of its other
subsidiary companies.  Cable and Wireless plc currently estimates
that the aggregate of these impacts could result in a reduction
in operating profits in the remaining quarter of this financial
year in the range GBP10 million - GBP15 million.  Cable and
Wireless plc currently expects this impact to reduce in future
years.

The net assets of the Group's interest in the U.S. as at
September 30, 2003, excluding inter-Group balances, was a net
liability of approximately GBP500 million, of which the net
assets of CWA constitute the substantial part.  The operating
loss before exceptional items of the U.S. Businesses in the
half-year to September 30, 2003 was GBP50 million as reported in
the interim results announcement.  These figures are unaudited.

Cable and Wireless plc and its other subsidiaries will continue
to operate as normal during this process.  In addition, the
listing and trading of Cable and Wireless Plc's shares on the
London Stock Exchange and on the New York Stock Exchange will not
be affected by the auction process or sale of the U.S.
Businesses.

Cable and Wireless plc expects the asset sale process to be
completed by the end of the current financial year, ending March
31, 2004.

This press release was issued on Monday by CWA:

Cable & Wireless USA Inc. and Cable & Wireless Internet Services,
Inc. (CWA), wholly-owned subsidiaries of Cable and Wireless plc
(NYSE: CWP; LSE: CW), announced that they, together with their
subsidiaries, have entered into an asset purchase agreement with
an affiliate of Gores Technology Group, LLC for the sale of their
hosting and IP solutions businesses.  In accordance with the
terms of this agreement and to facilitate the sale transaction,
CWA filed voluntary petitions for reorganization under Chapter 11
of the Bankruptcy Code.  During the sale transaction CWA will
continue to operate and focus on its core competencies of hosting
and IP services while delivering uninterrupted customer service.

Under the terms of the Asset Purchase Agreement, which is subject
to Bankruptcy Court approval, an affiliate of Gores Technology
Group, LLC will acquire substantially all of the assets of CWA
for $125 million.  The offer from Gores comprises $50 million in
cash and $75 million in a note from Gores Technology, in each
case to be delivered on completion of a sale of the U.S.
Businesses to Gores Technology.  It is subject to closing
adjustments based on business performance targets, which have
been set for working capital, revenue and certain overhead
expenses.  Although the Purchase Price could be reduced if CWA
does not achieve these targets, under the terms of the Asset
Purchase Agreement, it cannot be reduced to less than $50
million.  The Purchase Price from this process will be applied to
satisfy outstanding liabilities of CWA in accordance with the
U.S. Bankruptcy Code.  In accordance with Section 363 of the
Bankruptcy Code, qualifying bidders will have an opportunity to
submit higher and better offers through a court-supervised
competitive bidding process.


CABLE & WIRELESS: Names John Dubel Chief Executive of U.S. Unit
---------------------------------------------------------------
John S. Dubel has joined the U.S. business as chief executive
officer along with Eric A. Simonsen, who joins the U.S. business
as chief restructuring officer and chief financial officer. Both
are principals of AlixPartners LLC.  Mr. Dubel and Mr. Simonsen
have extensive experience in restructuring and turnaround
services for organizations such as WorldCom, Acterna and other
Fortune 500 companies.

Continuous Customer Service

"[The] actions provide a clear path to a much stronger
organization," stated John S. Dubel, CWA's new chief executive
officer.  "Fulfilling the needs of our customers remains our
number one objective, and this sale represents a very positive
outcome for them.  Throughout the sale process, continuity of
service will be maintained for our customers," Mr. Dubel stated.
"CWA's products and market position are strong, its technology is
leading-edge, and there is significant value in the core
business.  That is why we determined that a sale of the business
was in the best interests of all CWA's constituents and would
support the continued development of the business in an expanding
market going forward."


CABLE & WIRELESS: U.S. Business Secures DIP Financing
-----------------------------------------------------
CWA also announced that it has received a commitment for up to
$100 million in debtor-in-possession financing from Cable and
Wireless plc, subject to Bankruptcy Court approval.  The
debtor-in-possession financing will be used to maintain
uninterrupted business operations through the completion of the
sale transaction.  "With the availability of up to $100 million
in debtor-in-possession financing our customers and employees
should be reassured that we will continue business as usual
through the completion of the sale transaction," said Clint
Heiden, executive vice president of sales for CWA.


CABLE & WIRELESS: Unveils Wide-ranging Cost-cutting Plan
--------------------------------------------------------
Streamlining Operations

Through the Chapter 11 and sale transaction processes CWA will be
taking further cost reduction steps.  The measures include
network consolidation and rationalization, contract
renegotiations and the continuation of previously announced
headcount reductions.

Over the past year CWA has successfully implemented a series of
initiatives to reduce costs and streamline operations, including
headcount reductions and the closure of eight underutilized data
centers while successfully migrating customers to the 15
remaining data centers.  Pre-exceptional operating losses were
reduced by GBP100 million and free cash outflow by GBP156 million
compared to the second half of 2002/03.

Background

Following a strategic review of all its businesses, on June 4,
2003, Cable and Wireless plc announced its decision to withdraw
from the U.S. domestic market.  Cable and Wireless plc fully
supports and endorses the decision of the Board of CWA to enter
into the sale agreement and to commence proceedings under Chapter
11.

CWA with their subsidiaries filed voluntary petitions for
reorganization under Chapter 11 of the Bankruptcy Code in the
U.S. Bankruptcy Court for the District of Delaware in Wilmington.
The filing entities include Cable & Wireless USA Inc., Cable &
Wireless Internet Services, Inc., Cable & Wireless USA of
Virginia, Inc., Exodus Communications Real Property I, LLC,
Exodus Communications Real Property Managers I LLC and Exodus
Communications Real Property I, LP.

Cable & Wireless America (CWA) is among the leading providers of
complex hosting and IP solutions for global enterprises, counting
40% of the Fortune 100 among their customers.  Their portfolio of
services includes a wide range of flexible and secure IP
connectivity and networking solutions along with complete and
secure infrastructure to support complex web hosting.  CWA is
part of the Cable & Wireless group, whose principal operations
are in the United Kingdom, continental Europe, the United States,
Japan, the Caribbean, Panama, the Middle East and Macau.

For more information about CWA, go to http://www.cwusa.comfor
Chapter 11 information

About Cable and Wireless plc

Cable & Wireless is one of the world's leading international
communications companies.  It provides voice, data and IP
(Internet Protocol) services to business and residential
customers, as well as services to other telecoms carriers, mobile
operators and providers of content, applications and internet
services.

Cable & Wireless' principal operations are in the United Kingdom,
continental Europe, the United States, Japan, the Caribbean,
Panama, the Middle East and Macau.

For more information about Cable and Wireless plc, go to
http://www.cw.com

About Gores Technology Group, LLC.

Gores Technology Group, LLC is a private investment firm focused
on the technology and telecommunications sectors.  The firm
combines the seasoned M & A team of a traditional financial buyer
with the operational expertise and detailed due diligence
capabilities of a strategic buyer.  Gores has a long standing
record of creating sustainable value in its portfolio companies
by focusing on customers and employees, supporting management
with operational expertise and providing the capital required for
growth. Headquartered in Los Angeles, California, Gores maintains
offices in Boulder, Colorado; New York, New York; London, United
Kingdom; and Zurich, Switzerland. (http://www.gores.com)

An interview with Francesco Caio, CEO of Cable and Wireless plc,
is now available in video, audio and text on http://www.cw.com
and on http://www.cantos.com

CONTACT:  CABLE AND WIRELESS PLC
          Investor Relations:
          Louise Breen
          Phone: 020 7315 4460

          Caroline Stewart
          Phone: 020 7315 6225

          Virginia Porter
          Phone: +1 646 236 1758


CABLE & WIRELESS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Lead Debtor: Cable & Wireless USA, Inc., A Delaware corporation
             11700 Plaza America Drive
             Reston, Virginia 20190

Bankruptcy Case No.: 03-13711

Debtor affiliates filing separate chapter 11 petitions:

Entity                                                 Case No.
------                                                 --------
Cable & Wireless USA of Virginia, Inc.                 03-13712
Cable & Wireless Internet Services, Inc.               03-13713
Exodus Communications Real Property I, LLC             03-13714
Exodus Communications Real Property Managers I, LLC    03-13715
Exodus Communications Real Property I, LP              03-13716

Type of Business: Provider of Internet access services, Internet
                  backbone services, domain name registration
                  services, web page design services, Internet
                  hosting services, and telecommunications-
                  related services.

Chapter 11 Petition Date: December 8, 2003

Court: District of Delaware (Delaware)

Judge: Peter J. Walsh

Debtors' Counsels: Curtis A. Hehn, Esq.
                   Laura Davis Jones, Esq.
                   Pachulski Stang Ziehl Young Jones
                   919 North Market Street
                   16th Floor
                   Wilmington, DE 19801
                   Tel: 302-652-4100
                   Fax: 302-652-4400

                             Estimated Assets    Estimated Debts
                             ----------------    ---------------
Cable & Wireless USA, Inc.   $50M to $100M       more than $100M
Cable & Wireless USA of      $0 to $50,000       $0 to $50,000
Virginia, Inc.
Cable & Wireless Internet    more than $100M     more than $100M
Services, Inc.
Exodus Communications Real   $0 to $50,000       $50M to $100M
Property I, LLC
Exodus Communications Real   $10M to $50M        $50M to $100M
Property Managers I, LLC
Exodus Communications Real   $0 to $50,000       $50M to $100M
Property I, LP

Debtor's 20 Largest Unsecured Creditors:

Entity                        Nature Of Claim       Claim Amount
------                        ---------------       ------------
L&B Tysons Commerce Center    Leased Real Property      $590,559
c/o L&B Institutional
Property Managers, Inc.
8750 N. Central Expressway,
Suite 800
Dallas, TX 75231-6437

909 Third Company, LP         Leased Real Property      $495,374
c/o MRC Management, LLC
330 Madison Avenue
New York, NY 10017

Ernst & Young LLP             Leased Real Property      $449,517
1300 Huntington Building
925 Euclid Avenue
Cleveland, OH 44115

Vertical Communications,      Trade Debt                $399,284
Inc.
1095 Avenue of the Americas
New York, NY 10036

Alcatel USA Sourcing LP       Leased Real Property      $363,670
8280 Greensboro Drive,
Suite 601
McLean, VA 22102

GTE North Pennsylvania        Trade Debt                $308,736
c/o Vertical Communication
1095 Avenue of the Americas
New York, NY 10036

Augustine Partners II         Leased Real Property      $298,632
c/o Menlo Iniquities
Management Company
2901 Tasman Drive, Ste. 220
Santa Clara, CA 95054

Alcatel Network Systems       Trade Debt                $266,755
15036 Conference Center
Drive
Chantilly, VA 20151

Nortel Networks Inc.          Trade Debt                $212,470

U.S. West                     Trade Debt                $207,259

One Bay Plaza Associates      Leased Real Property      $178,045

Walton 311 Wacker Investors   Leased Real Property      $139,666
III

Conshohocken Associates LP    Leased Real Property       $93,315

AT&T                          Trade Debt                 $83,014

Amberjack                     Leased Real Property       $82,475

MCI                           Trade Debt                 $63,620

Cypress Center LLC            Leased Real Property       $62,540

Medwell Associates            Leased Real Property       $64,472

Boyd Enterprises Utah, LLC    Leased Real Property       $53,685

Crescent Real Estate Funding  Leased Real Property       $53,150


EURODIS ELECTRON: Sales Fail to Recover as Expected
---------------------------------------------------
In the second quarter to November 30, 2003, Group sales have been
substantially higher than the first quarter, but the rate of
recovery still remains below expectations.

Reports on the global electronic component industry continue to
show positive trends, driven principally by demand in Asia, and
analysts continue to be positive on the prospects for the
European market.  The Board thus expects to see an upturn in its
market, though the timing of this remains difficult to predict.

Proposed additional financing

As announced on October 24, 2003, working capital management
remains a priority for the Board and considerable progress has
been made in improving the Group's working capital utilization.
Having reviewed the Group's requirements, including, inter alia,
working capital implications of market growth, the Board has now
concluded that it should raise additional equity and has
initiated discussions with its existing and potential
shareholders to secure such finance in the next three months.
During this process, the Group will confirm the continuing
support of its principal bankers.  A further announcement will be
made as appropriate.

CONTACT:  EURODIS ELECTRON PLC
          Phone: 01737 242464
          Doug Rogers
          Steve Swayne
          Peter Grant

          Bell Pottinger
          Phone: 020 7861 3232
          John Coles


HOLLINGER INC.: Axel Springer Eyeing Telegraph, Says Report
-----------------------------------------------------------
German newspaper publishing group, Axel Springer, is among the
interested groups looking into the U.K. flagship Telegraph titles
of Hollinger Inc., the Financial Times reported, according to
AFX.

The report said Springer's lawyers are examining the legal
complexities involved in a cross-border bid for the Telegraph
group, which includes The Daily and Sunday Telegraph.  If
successful, the transaction would be Axel Springer's first
attempt to establish itself in the U.K.

The possible sale of Hollinger's business in the U.K. came out
after the resignation of its chief executive, Lord Conrad Black.
His departure marks the culmination of a two-year investigation
launched into a controversial payout he awarded himself.

The asset has attracted The Washington Post Co, Daily Mail &
General Trust, Tony O'Reilly's Independent News & Media, venture
capital groups Candover, Apax and 3i, the Barclay Brothers, and
Richard Desmond, owner of Express Newspapers, according to the
report.


LONDON CLEARING: Submits Petition for Scheme of Arrangement
-----------------------------------------------------------
Notice is hereby given that a Petition was presented to Her
Majesty's High Court of Justice, Chancery Division on November
27, 2003 for the sanction of a Scheme of Arrangement and the
confirmation of the reduction of share capital of the above named
Company

And notice is further given that the said Petition is directed to
be heard before the Judge of the Companies Court at the Royal
Courts of Justice, Strand, London WC2A 2LL on Thursday, December
18, 2003.

Any Creditor or shareholder of the said Company desiring to
oppose the making of an Order for the confirmation of the said
reduction of share capital should appear at the time of the
hearing in person or by Counsel for that purpose

A copy of the said Petition will be furnished to any person
requiring the same by the undermentioned Solicitors on payment of
the Regulated Charge for the same.

Clifford Chance
Limited Liability Partnership
10 Upper Bank Street, London E14 5JJ
(Ref:KO/L1255/02661)
Solicitors to the Company


SAFEWAY PLC: Trade Ministry Recommences Bidding
-----------------------------------------------
Trade Secretary Patricia Hewitt published the agreed undertakings
in relation to offers for Safeway on Monday, effectively
restarting the long-running takeover attempt for the supermarket
group.

WM Morrison's announcement in January of an agreed GBP2.9 billion
all-share deal to buy Britain's fourth-biggest supermarket chain,
started a takeover battle among Safeway rivals.  But the
Competition Commission blocked the potential bids from Tesco,
Asda/Wal-Mart and J Sainsbury by putting tight rules on store
disposals.

The Office of Fair Trading set that Wm Morrison disposes 53
stores under its buyout agreement.  It also tried to make sure
Tesco, Asda/Wal-Mart and Sainsbury would not contest the bid, and
that rules are put in place regarding their acquisition of some
of the 53 stores.

Now that the undertakings have been agreed and published Wm
Morrison has 21 days, or until December 29, to launch a fresh
bid.  The chairman of Wm Morrison, Sir Ken Morrison, is yet to
reopen talks with David Webster, his counterpart at Safeway,
according to the Telegraph.  Once he submits a bid, he has 28
days to post the offer document, and one month to complete the
offer.


SKANDIA U.K.: Chief Executive Justifies Lucrative Bonus
-------------------------------------------------------
The chief executive of Skandia U.K. insisted on the legality of
the multi-million-pound bonus he received through a controversial
incentive scheme devised by the former executives of Skandia's
parent company.

Alan Wilson told the Financial Times he had no knowledge of
mismanagement at Skandia Insurance, and that the CHF111 million
bonus he received between 1997-2000 in addition to his GBP400,000
in salary were justified because they were linked to performance.

When it was pointed out that the bonuses were bigger than what
executives from high-profile insurance companies receive, he
said: "It's more often difficult to run a smaller company."

An independent report into the management of Swedish company
Skandia Insurance, which came out last week, criticized former
company leaders of greed and deception.  It emerged that the
firm's top management awarded themselves huge bonuses and
unauthorized perks.  Mr. Wilson was not directly reproved in the
report.

Since Mr. Wilson became managing director in 1991, assets under
management have grown from GBP1 billion to GBP15 billion. He
received no bonus in 2001 and since 2002, a more modest bonus
scheme has been introduced.


                            *********


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

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