/raid1/www/Hosts/bankrupt/TCREUR_Public/031229.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

            Monday, December 29, 2003, Vol. 4, No. 255


                            Headlines

F R A N C E

AIR LITTORAL: Sold to French Business Schools Group
VIVENDI UNIVERSAL: Sells Canal Plus Belgique for EUR16 Million
VIVENDI UNIVERSAL: Shareholders OK Transtel-Cofira-SFR Merger


G E R M A N Y

DEUTSCHE TELEKOM: Discount Rates Injunction Temporarily Lifted
DEUTSCHE TELEKOM: Ships T-Systems to Billag for Undisclosed Sum
DRESDNER BANK: IBM Carves out Joint Financial Market Database
DRESDNER BANK: Plan to Lay off 4,000 Workers Finalized
MG TECHNOLOGIES: Shakes up Management at Core Subsidiary
WESTLB AG: Stands to Recover Nothing in Odeon Sale


G R E E C E

ROYAL OLYMPIC: Cruise Ships Banned in U.S. Ports


I R E L A N D

UNITED REINSURANCE: Creditors Meeting Set January 22


I T A L Y

PARMALAT SPA: Risk-averse AFLAC Inc. Withdraws Investments
PARMALAT SPA: Firm, Bondholders Hire Restructuring Advisors


N E T H E R L A N D S

KONINKLIJKE AHOLD: ICA Partner Reveals Buyout Plans


N O R W A Y

AKER KVAERNER: Former Execs Misrepresented Results, Report Says
PETROLEUM GEO-SERVICES: Creditors to Receive Cash by Year's End
PETROLEUM GEO-SERVICES: Ramform Banff Services Contract Amended


R U S S I A

NIKOIL: Improved Corporate Structure Merits Ratings Upgrade


U N I T E D   K I N G D O M

AES DRAX: S&P Retains 'D' Rating on Subordinated Debt
BRITISH ENERGY: Shareholders Clear Divestment of Amergen Stake
CANARY WHARF: Disposal of Canada Square Properties Approved
FIGRE LIMITED: Scheme Creditors to Meet February 17
HIBERNIA FOODS: Administrator Finds Potential Buyers for Plants

INTERNATIONAL POWER: Saudi Contract Fails to Buoy Ratings
INVENSYS PLC: Non-executive Director Steps Down
LEAROYD PACKAGING: API Group Divests Loss-making Unit
MENTOR INSURANCE: To Pay Creditors' Final Dividend January 31
MYTRAVEL GROUP: Concludes Sale of Auto Europe to Soros Private
ROYAL MAIL: Workers Union Amenable to 14.5% Pay Offer
ROYAL MAIL: Employees to Vote on Pay Package Next Month


                            *********


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F R A N C E
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AIR LITTORAL: Sold to French Business Schools Group
---------------------------------------------------
A commercial court in the southern city of Montpellier decided
last week to hand over bankrupt French carrier, Air Littoral, to
a group of business schools, according to the Associated Press,
which cited union leaders.

Ionis, whose members include the Higher Institute of Management
in Paris, has to provide US$14 million in funding to the carrier.
It also has to agree with labor according to the terms of the
court decision, said pilots union, SNPL.

The decision came after 7 Group failed to make the first
installment payment for the French carrier earlier this month.
The group had promised but failed to deliver EUR7 million on the
deadline.  The amount nonetheless was EUR4 million short of the
amount required by the Court of Montpellier.

Air Littoral offers flights to Morocco, Algeria and Tunisia,
several Italian destinations and more than a dozen cities in
France.


VIVENDI UNIVERSAL: Sells Canal Plus Belgique for EUR16 Million
--------------------------------------------------------------
Vivendi Universal's Canal Plus Belgique was sold to a Belgian
consortium for around EUR16 million, local reports say, according
to AFX News.

Newspapers L'Echo and La Libre Belgique and the Belga newswire
said the transaction will see Walloon cable operators,
Association Cable Multimedia, take a 68% stake in Canal Plus
Belgigue; and Deficom, 15%, with an option to raise it to 33%.
Walloon public investment company Socofe will hold a 15% stake.

This transaction is the latest edition of Vivendi's ongoing asset
sale to reverse the company's downward spiral, ironically caused
by former CEO Jean-Marie Messier's shopping binge.


VIVENDI UNIVERSAL: Shareholders OK Transtel-Cofira-SFR Merger
-------------------------------------------------------------
The extraordinary shareholders meeting of Cegetel Groupe held on
December 18, 2003 voted in favor of the simplification of its
structure through the merger of Transtel, Cofira and SFR into the
Cegetel Groupe holding company.

The new company resulting from the merger, which will be both the
mobile phone operator and the lead company in the group, is named
SFR.  It is owned 55.8% by Vivendi Universal, 43.9% by Vodafone,
and 0.3% by individual investors.  The entity made up of SFR and
its subsidiaries, in particular the fixed-line telephony operator
Cegetel, is now named Groupe SFR-Cegetel.  In 2004, this entity
will implement the dividend distribution plan agreed by the two
main shareholders, which in particular involves the distribution
of premiums and reserves and the introduction of quarterly
advance dividend payments.  SFR is planning to distribute
approximately EUR3.2 billion to its shareholders in 2004, of
which EUR1.8 billion to Vivendi Universal.  In April 2003
Cegetel-SFR paid Vivendi Universal group a 2002 dividend of
EUR622 million.

The simplification of the structure of Groupe SFR-Cegetel and the
optimization of dividend payments are the result of strengthened
cooperation between Vivendi Universal and Vodafone, as announced
in the joint press release on October 14, 2003.


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


DEUTSCHE TELEKOM: Discount Rates Injunction Temporarily Lifted
--------------------------------------------------------------
Germany's Upper Administrative Court has allowed Deutsche Telekom
to offer its two new fixed-line rates indefinitely, possibly
until January, according to AFX.  Previously, Cologne's
administrative court prohibited the company from offering the
service, ruling that Deutsche Telekom's tariff options --
AktivPlus xxl (neu) and AktivPlus basis calltime 120 -- breached
the telecommunications law.

The xxl (neu) tariff offers free calls to local and national
fixed numbers during the weekend and federal holidays for EUR3.58
per month and the basis calltime 120 tariff offers 120 free
minutes for calls to local and national fixed numbers for EUR1.47
per month.  In its earlier ruling, the court opined that
inadmissible price discounts were embedded in these tariff
options because they are much lower than the level of possible
discount approved by German telecoms regulator, RegTP.

The Upper Administrative Court ruled, however, that Deutsche
Telekom can continue to offer the rates until it delivers a final
decision on the matter, which is likely to be January.


DEUTSCHE TELEKOM: Ships T-Systems to Billag for Undisclosed Sum
---------------------------------------------------------------
Billag, a fully owned subsidiary of Swisscom, said recently it
had taken over operations of T-Systems Card Services AG from
Deutsche Telekom for an undisclosed amount.  The transaction is
part of Billag's growth strategy in the field of third party
billing services in Switzerland.  Billag specializes in the
collection of radio and television license fees.

Based in Bruttisellen and with a workforce of 170, T-Systems Card
Services is the market leader in the field of customer fidelity
and loyalty concepts based on customer cards with bonus, payment
and credit functions.  The company is responsible for the
fiduciary management of its clients' customer data and debtor
accounts, with an invoiced credit card turnover of CHF2 billion.

As things stand at present, the takeover will not affect either
company's headcount, according to Billag.  T-Systems Card
Services jobs will continue to be based in Bruttisellen, while
Billag's head office will remain in Fribourg.  Following the
takeover of T-Systems Card Services, Billag will have a workforce
of around 350.

Deutsche Telekom, which has been selling assets and cutting costs
to reduce debt, is aiming to reduce obligations to EUR30 billion
by the end of 2006.


DRESDNER BANK: IBM Carves out Joint Financial Market Database
-------------------------------------------------------------
Dresdner Bank agreed last week to hand IBM Germany the management
and development of the financial market information database that
both have jointly developed in recent years.  As part of the
agreement, 24 Dresdner employees will be absorbed by IBM
effective February 1, 2004.

The database collects, archives and analyzes financial
information of various kinds and processes it for risk control
use by the bank, giving highest priority to data quality
assurance.  IBM will manage the entire process and operate the
database for the bank as a business transformation outsourcing
provider.  It will also offer the service to other customers.
The transfer is in line with Dresdner's strategy to focus on core
competencies.


DRESDNER BANK: Plan to Lay off 4,000 Workers Finalized
------------------------------------------------------
Dresdner Bank and the workers' council will unveil the details of
the recently agreed job-cuts in January, a spokesman said,
according to Dow Jones.

The bank had previously announced it will cut 4,700 jobs to help
build a healthier "New Dresdner."  Up until last week, it held
series of negotiations with workers councils to refine the terms
and conditions of the layoff plan.

The Bank recorded a loss before taxes of EUR433 million in the
first nine months.  This includes other expenses amounting to
EUR81 million and restructuring charges of EUR282 million.


MG TECHNOLOGIES: Shakes up Management at Core Subsidiary
--------------------------------------------------------
Following the decision taken by mg technologies ag on October 2
to refocus its strategy, its subsidiary Lurgi Lentjes AG now also
has reorganized its corporate and management structures.  The
decision to pursue this strategy was adopted by the Supervisory
Board of Lurgi Lentjes AG at its meeting on December 18.

As announced -- and already implemented at Lurgi AG in
Frankfurt am Main -- the holding company of Lurgi Lentjes AG will
be wound up.  The holding company's current executive
directors -- Dr. Dirk Bunthoff (chairman), Roland Schuttpelz and
Dr. Hermann Solbach -- are to leave the company in the wake of
these structural changes.

In preparation for the merger of Lurgi Energie und Entsorgung
GmbH, Ratingen, and Lentjes Shared Services GmbH, Dusseldorf,
into Lurgi Lentjes AG, which is scheduled for the first half of
2004, the current managing directors of Lurgi Energie und
Entsorgung GmbH -- Theo Risse, Willi Hauschild, Reinhard
Klingberg and Dr. Andreas Schleicher -- are also assuming the
functions of the Executive Board of Lurgi Lentjes AG with
immediate effect.  Theo Risse will chair this board.

"We are right on schedule with our implementation of the measures
we adopted to refocus mg's strategy.  In the past two-and-a-half
months we have streamlined the mg Group's holding company, wound
up the intermediate holding companies at Lurgi and Lurgi Lentjes,
sold Safic-Alcan, our French chemicals trading business, and
appointed new board members to key posts; we have thus already
completed important stages in the implementation of these
initiatives," stressed Udo Stark, CEO of mg technologies ag in
Frankfurt.

mg technologies ag is an international technology group with core
competencies in engineering and chemicals at present; in the
future it will focus on specialty mechanical engineering --
especially process engineering and components -- and plant
engineering.  It generated sales of EUR8.6 billion in fiscal
2001/2002.  mg currently employs around 31,000 people and is one
of the world's market and technology leaders in 90% of its
businesses.


WESTLB AG: Stands to Recover Nothing in Odeon Sale
--------------------------------------------------
Indicative offers of up to GBP350 million have been received for
Britain's largest cinema chain, Odeon, the Financial Mail found
out.  Interested parties for Odeon include Guy Dellal, son of
veteran City investor 'Black Jack' Dellal, and property group
London & Regional and the former Warner cinema chain, Vue.

WestLB AG, owner of a 43% stake, put Odeon for sale this year,
only about nine months after the bank -- through star financier
Robin Saunders -- bought it for GBP431 million.  Ms. Saunders is
leaving the bank's Principal Finance Unit at the end of the year.

"It's just unbelievable," said a senior banker, according to the
report.  "The Odeon is not some kind of dotcom business, yet the
equity investors have been wiped out in less than a year," the
banker said.

Sources close to the deal say the final price could be much lower
than EUR350 million, according to the report.  The summer
heatwave and a lack of blockbuster films are being blamed for
Odeon's poor performance.  The chain's box office takings for the
top ten films in the year to December 14 fell by 24% to GBP255
million, according to cinema advertising group Carlton Screen.
Odeon reported earnings before tax, interest, depreciation and
amortization last year of GBP15.3 million on sales of GBP212
million.

The report says Odeon shareholders won't likely recover the money
they have invested in the chain, as the structure of the deal
made by Ms. Saunders in March provides that while borrowers who
put up GBP330 million may be repaid in full, there will be little
or nothing left for shareholders, including WestLB.


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G R E E C E
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ROYAL OLYMPIC: Cruise Ships Banned in U.S. Ports
------------------------------------------------
Royal Olympic Cruise Lines, Inc. said vessels Olympia Explorer
and Olympia Voyager, which have filed for Chapter 11
reorganization in Honolulu, are restricted to call at U.S. Ports.

As a result of this limitation the December 22 sailing of the
Olympia Explorer to Ensenada, Mexico and the Hawaiian Islands has
been cancelled and the Olympia Voyager has been held at St.
Thomas V.I., and is expected to return to Port Everglades with
passengers on January 2.  Future plans for both ships must await
the outcome of current discussions between owners and lenders and
further action by the Court.

No other Royal Olympic related company has filed for Chapter 11
reorganization.

CONTACT:  ROYAL OLYMPIC
          James R. Lawrence
          Phone: + 203 406 0106

          Patrick Adamson
          Phone: + 44 207 823 9444


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I R E L A N D
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UNITED REINSURANCE: Creditors Meeting Set January 22
----------------------------------------------------
Notice is hereby given that final meetings of the Members and
Creditors of United Reinsurance Company of Ireland Limited (In
Voluntary Liquidation) shall be held at The Berkeley Court Hotel,
Landsowne Road, Dublin 4, Ireland on January 22, 2004 at 10:45
a.m. and 11:00 a.m. respectively for the purposes mentioned in
Sections 273 and 305 of the said Acts.

Dated this 19th of December 2003.

Noel Fox and John McStay
Joint Liquidators


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I T A L Y
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PARMALAT SPA: Risk-averse AFLAC Inc. Withdraws Investments
----------------------------------------------------------
AFLAC Incorporated announced that it has sold its investment in
Parmalat Finanziaria S.p.A.

Commenting on the sale, Senior Vice President and Chief
Investment Officer Joseph W. Smith, Jr. said: "We closely
monitored financial developments at Parmalat over the last week,
and concluded that Parmalat no longer met the profile of
investments we want to retain in our portfolio.  We estimate that
the sale of our holdings in Parmalat will reduce net earnings by
US$257 million, or approximately US$.49 per diluted share, in the
fourth quarter of 2003.

"We are certainly not pleased to be realizing a loss on this
investment.  However, this action is consistent with our
investment approach.  We purchase only investment-grade
securities, and in the event that a security is downgraded to
below-investment-grade, we undertake a thorough credit review to
determine if we will continue to hold the investment.  The sale
of Parmalat demonstrates that our tolerance for
below-investment-grade securities has not increased.  We remain
focused on a conservative investment approach that we believe is
in the best interest of our policyholders and shareholders.

"In addition to net earnings, the company views operating
earnings, a non-GAAP financial measure, as an important indicator
of financial performance.  We believe the combined presentation
and evaluation of operating earnings, together with net earnings,
provides information that may enhance an investor's understanding
of the company's underlying profitability and results of
operations.  Our definition of operating earnings, as presented
in this press release, excludes the following items on an
after-tax basis from net earnings: realized investment
gains/losses and the impact from SFAS 133.  The fluctuations in
these items are driven by external economic factors that may not
reflect the results of our underlying business.  Therefore, we
believe operating earnings is a useful financial measure because
it focuses on the performance of the business and excludes items
that are inherently unpredictable."

President and Chief Financial Officer Kriss Cloninger III, added:
"We remain very pleased with the strength of our capital
position, especially as it relates to regulatory solvency
standards.  We believe that when full-year 2003 results are
reported, we will again produce a risk-based capital ratio that
compares very favorably to our peer group.  Furthermore, this
strong capital base will permit us to repurchase an amount of
AFLAC shares in 2004 that is consistent with our previously
stated expectations.

"At the same time, we believe we are very well positioned to
achieve our earnings objectives.  Our goal is to increase
operating earnings per diluted share by 17% in 2003 and 2004,
excluding the impact of the yen.  And our 2005 objective is to
increase operating earnings per diluted share by 15% excluding
the impact of foreign currency translation.  We believe those
objectives are reasonable and achievable, and reflect the
continued need for the products that we offer in Japan and the
United States."


PARMALAT SPA: Firm, Bondholders Hire Restructuring Advisors
-----------------------------------------------------------
Parmalat generates more than EUR7 billion in annual revenue and
employs over 36,000 workers in 139 plants located in 30 countries
on five continents.  In addition to its nameplate milk products
that can be stored at room temperature for months, Parmalat's
40-some brand product line includes yogurt, cheese, butter, cakes
and cookies (under the Mother's and Archway names), breads,
pizza, snack foods and vegetable sauces, soups and juices.

Now dubbed Europe's Enron, Parmalat is delaying payment of debt
obligations, the Company's credit ratings have plummeted, and
there are charges that money supposedly deposited in a Cayman
Island bank account is missing.  Against that backdrop, Jeff St.
Onge at Bloomberg News reports, Parmalat and a group of
bondholders have hired top restructuring and workout advisors:

   Representing Parmalat:

     * Marcia Goldstein, Esq., at Weil, Gotshal & Manges LLP,
       reportedly flew to Milan [December on 19] to talk to
       Parmalat's Board about their legal options;

     * Richard Stables leads a team at Lazard LLC providing
       financial advisory services to the Company; and

     * Deloitte & Touche S.p.A. in Milan serves as the Company's
       auditors.

   A group of Parmalat bondholders has hired:

     * Bingham McCutchen LLP for legal advice; and

     * Houlihan Lokey Howard & Zukin for financial advice.

In connection with a 246.4 million euro offering of Zero Coupon
Equity Linked Bonds due 2022 issued by Parmalat SOPARFI S.A. (a
private limited liability company organized under the laws of the
Grand Duchy of Luxembourg) and guaranteed by Parmalat S.p.A., one
year ago, Zini & Associates Studio Legale in Milan and Zini &
Associates, Professional Corporation, in New York provided
Parmalat with legal advice about Italian legal issues and Arendt
& Medernach provided the company with legal counsel about matters
arising under Luxembourg law.  Morgan Stanley & Co.
International Limited, in its role as the Manager, turned to
Skadden, Arps, Slate, Meagher & Flom LLP in London for advice
about matters of English law and to Chiomenti in Rome for Italian
legal matters.

Calisto Tanzi, the company's founder, stepped down to make way
for turnaround specialist Enrico Bondi to take the helm.  One of
Mr. Bondi's aides will also replace Giovanni Tanzi, Calisto's
brother, on the Company's Board.  The Tanzi Family, through
Coloniale S.p.A., owns roughly 51% of the Company.

John Tagliabue, writing for The New York Times, related Saturday
[December 20] that some of the alleged financial chicanery at
Parmalat involves 500 million euros invested in Epicurum -- a
low-profile hedge fund based in the Cayman Islands.
Additionally, Mr. Tagliabue relates, a Citigroup vehicle named
Buconero -- meaning black hole in Italian -- borrows money from
some parts of Parmalat and lends money to others.  Bank of
America has said that a document dated Mar. 6, 2003, confirming a
4 billion euro deposit of cash and cash equivalents at Dec. 31,
2002, in an account belonging to Parmalat subsidiary Bonlat
Financing Corp. is a fake.

The annual cost to insure repayment of $10 million of bond debt
owed by Parmalat Finanziaria S.p.A. shot past the $2.5 million
mark Friday [December 19].  Parmalat bonds fell below a
quarter-on-the-dollar Friday [December 19] and, before trading
was halted, Parmalat stock tumbled to less than 1/3 of a euro per
share.

Aflac Inc. disclosed December 19 that it's dumped its securities
holdings in Parmalat Finanziaria S.p.A. and will realize a $257
million investment loss on the sale.

Parmalat Brasil Industria de Alimentos S.A., according to a
reporter for Valor Economico who obtained a letter addressed to
the Company's Brazilian creditors, has suspended debt payments
and is asking creditors for their cooperation.


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


KONINKLIJKE AHOLD: ICA Partner Reveals Buyout Plans
---------------------------------------------------
One of Royal Ahold's local partners in its Scandinavian joint
venture, ICA, is interested in buying out the troubled Dutch
retail group's stake.  Stein Erik Hagen, whose Norwegian Canica
group owns 20% of ICA, said he was prepared to buy the 50% held
by Ahold, according to the Financial Times.

He told Swedish business paper Dagens Industri he would prefer to
take over ICA, formerly ICA Ahold, with the help of ICA
Forbundet, the organization that represents the managers of the
Swedish stores and which holds the remaining 30% of the group.

"My dream would be to run ICA as a family company together with
ICA Forbundet," he said, adding he already has financing that
would enable it to pursue the transaction without a partner.  "I
have arranged financing with a view to buying.  The financing is
so extensive that it holds even if ICA Forbundet does not have
the resources to buy its part."

Ahold bought its shares in ICA for EUR1.8 billion in 1999.
Earlier, it was thought that Canica would sell its share to the
Dutch group when a put option matures in April.  Ahold said in
October it expected to pay EUR1.8 billion to its partners if they
exercised their put options, with about EUR720 million going to
Canica.

ICA Forbundet is expected to hold on to its stake in the company
as this acts as a guarantee that the influence of the independent
shop owners will be maintained.  Claes Goran Sylven, chairman of
both ICA and ICA Forbundet said there had been no talks with the
concerned parties regarding an offer for Ahold.


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


AKER KVAERNER: Former Execs Misrepresented Results, Report Says
---------------------------------------------------------------
The Investigation Committee, which examined the administration of
Kvaerner ASA (now Aker Kvaerner ASA) in the period July 1, 1998
to December 4, 2001, made its final report to the board of
directors.  The report criticizes the old Kvaerner's boards and
corporate management, but does not give grounds for legal action
against Aker Kvaerner ASA.  Aker Kvaerner has noted the contents
of the report.

The Investigation Committee objected to the handling of a number
of accounting writedowns and provisions made during the period in
question, and believes that Kvaerner's former boards and
corporate management created an incorrect picture of developments
within the group.  Through communications with the stock market
and announcements to the media, the impression was created that
the group had left its problems behind.  Strategies and growth
ambitions were also expressed which were unrealistic in relation
to the company's actual financial position.

Oslo Stock Exchange assessed on its own initiative the
information provided by Kvaerner ASA to the market in connection
with the group's liquidity crisis in autumn 2001.  In March 2002,
Oslo Stock Exchange concluded that Kvaerner ASA had breached its
duty of disclosure under the Stock Exchange Regulations, and
fined the company NOK560,000 for the violations.

The Investigation Committee's report does not, in the company's
opinion, provide any factual evidence for legal action to be
brought against Aker Kvaerner.  However, the possibility cannot
be excluded that shareholders and others able to demonstrate that
have incurred losses may claim damages from former board members
and executives.

Since refinancing in the winter of 2001/2002, Aker Kvaerner ASA
has developed in a positive direction.  With its new shareholder
structure, new board of directors and new corporate management,
the company has made considerable changes in the group's
organization and management.

CONTACT:  AKER KVAERNER
          Geir Arne Drangeid, SVP Group Communications
          Phone: +47 913 10 458

          Investor relations
          Tore Langballe, Vice President
          Group Communications
          Phone: +47 67 51 31 06


PETROLEUM GEO-SERVICES: Creditors to Receive Cash by Year's End
---------------------------------------------------------------
Petroleum Geo-Services ASA (OSE: PGS; OTC: PGEOY) expects to
distribute by the end of the year $17,932,152 in excess cash
pursuant to its Modified First Amended Plan of Reorganization,
dated October 21, 2003.  In accordance with the terms of the Plan
(which was substantially consummated on November 5, 2003) this
distribution will be made to the holders of Allowed Class 4
Claims (Petroleum Geo-Services' former bondholders and bank debt
holders).  The Company engaged an independent third party to
review its computation of excess cash.

Petroleum Geo-Services' previously announced discussions
regarding a US$70 million working capital facility and a US$40
million letter of credit facility remain ongoing.  If and when
the working capital and letter of credit facilities are finalized
and cash collateral associated with outstanding letters of credit
is released, Petroleum Geo-Services expects to make a second
distribution of excess cash in an amount of US$22.7 million.  In
addition, following completion of the 2003 audit of Petroleum
Geo-Services' consolidated financial statements, an excess cash
additional recovery distribution will be made, if required, to
the holders of Allowed Class 4 Claims.   Currently, it is not
possible to estimate the amount of the excess cash additional
recovery, if any.

A conference call to discuss the excess cash calculation was held
on December 22 at 16:00 Oslo Time (10:00 a.m. New York Time).
There will be a digital replay of the conference call beginning
at 18:00 Oslo time (12:00 p.m. New York Time) on the day of the
call through Monday, January 5, 2004 at (888) 843-8996 or +1
(630) 652-3044 for those calling from outside the United States
(reference pass code 8200895).  Presentation slides regarding the
excess cash calculation are available on the Company's web site
at http://www.pgs.com

Petroleum Geo-Services ASA is a technologically focused oilfield
service company, principally involved in geophysical and floating
production services.  Petroleum Geo-Services provides a broad
range of seismic and reservoir services, including acquisition,
processing, interpretation, and field evaluation.   Petroleum
Geo-Services owns and operates four floating production, storage
and offloading units.  Petroleum Geo-Services operates on a
worldwide basis with headquarters in Oslo, Norway.  For more
information on Petroleum Geo-Services ASA visit
http://www.pgs.com

CONTACT:  PETROLEUM GEO-SERVICES
          Sam R. Morrow
          Svein T. Knudsen
          Phone: +47-67-52-6400

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


PETROLEUM GEO-SERVICES: Ramform Banff Services Contract Amended
---------------------------------------------------------------
Petroleum Geo-Services ASA (OSE: PGS; OTC: PGEOY) has reached an
agreement with Canadian National Resources, operator of the Banff
and Kyle fields, that constitutes a substantial amendment to the
current Services Agreement for the Banff field.  Canadian
National Resources assumed the role of operator of the Banff
field from Conoco U.K. Ltd. effective October 1, 2003, after
acquiring Conoco's interest in the field.

The agreement is subject to approval from the Banff and Kyle
partners, as well as the Department of Trade and Industry and the
Ramform Banff topside lessor by March 31, 2004.  Once approved,
the revised terms will take effect retrospectively from January
1, 2004.

Under the amended agreement, Petroleum Geo-Services Production
will continue to produce the Banff field with the Ramform Banff
floating production, storage and offloading units until the end
of the life of the field.  The new contract will contain a
minimum day rate provision of $125,000 per day, with the
objective to make Banff operation cash positive through the life
of the field.  The amended contract will continue to have a
tariff based element, which has been increased from US$4.48 to
US$5.00 per barrel with a fixed day rate that is increased from
GBP35,000 to GBP40,000 per day, subject to the new minimum day
rate.  Thus, Petroleum Geo-Services will retain economic upside
if the reservoir produces sufficient oil.  At the current
production volume of 9,000 bbls per day, Petroleum Geo-Services'
revenues will increase from US$100,140 to US$125,000 per day
under the amended contract.

The revised rates are applicable for production through 2014. If
production extends beyond 2014 Petroleum Geo-Services Production
will be entitled to an increased day rate.

Beginning sometime next summer, part of the production from the
nearby Kyle field will be added to the Ramform Banff vessel with
a potential for producing the rest of this field from 2H 2005.
Kyle field is estimated to have between 3 and 5 millions barrels
of oil that may be produced across the Ramform Banff.

The Ramform Banff commenced oil production on the Banff field in
the U.K. sector of the North Sea in January, 1999.  The vessel
experienced operational problems during its first 18 months of
operations, which were corrected in the winter of 2000/2001.
Production on the Banff field recommenced in March 2001, and from
that time, the Ramform Banff floating production, storage and
offloading units has operated with an uptime performance of 99%,
demonstrating an excellent safety and regularity record.   The
financial performance of the vessel has, however, suffered due to
relatively low levels of production resulting from
underperformance of the reservoir itself, since the current
contract depends heavily on volume dependent tariff revenue.
CNR's decision to implement a revised reservoir strategy, as
proposed under the amended agreement, is expected to yield
improved reservoir depletion over time.

Petroleum Geo-Services is a technologically focused oilfield
service company principally involved in geophysical and floating
production services.  Petroleum Geo-Services provides a broad
range of seismic- and reservoir services, including acquisition,
processing, interpretation, and field evaluation.  Petroleum
Geo-Services owns and operates four floating production, storage
and offloading units.  Petroleum Geo-Services operates on a
worldwide basis with headquarters in Oslo, Norway.  For more
information on Petroleum Geo-Services visit http://www.pgs.com

CONTACT:  PETROLEUM GEO-SERVICES
          Sam R. Morrow
          Svein T. Knudsen
          Phone: +47 6752 6400

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


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


NIKOIL: Improved Corporate Structure Merits Ratings Upgrade
-----------------------------------------------------------
Fitch Ratings upgraded the Long-term ratings of Financial
Corporation NIKoil (or the group) and its commercial banking
subsidiary NIKoil IBG Bank to 'B' from 'B-'.  The Outlook for
both ratings is Stable.  Other ratings for the two entities have
been affirmed at Short-term 'B', Individual 'D' and Support '5'.

The rating action in respect of NIKoil reflects the improved
franchise, scale, diversification and prospects of the group,
particularly following the successful integration of both
Avtobank and Industrial Insurance Company (now NIKoil Insurance
Company), which were acquired in 2002.  IBG and Avtobank remain
separate legal entities, but a legal merger is possible for 2004.
The strategic rationale for the acquisition of both entities was
sound and in keeping with NIKoil's primary goal of becoming a
diversified financial services group, providing commercial,
retail, private and investment banking services and insurance
through an expanding branch network.

Organic growth and the acquisitions have diversified NIKoil's
balance sheet and revenues, providing a solid base from which to
drive future earnings growth.  However, the agency comments that
the profitability of the group's banking and insurance operations
has been very modest to date and the consolidated balance sheet,
earnings and risk profile remain dominated by its 6.8% stake in
LUKoil.  Further rating improvements are likely to be dependent
on delivery of better profitability from the group's banking
operations and further revenue and balance sheet diversification.

Fitch comments that the possible acquisition next year of a
majority stake in Ural-Siberian Bank (Uralsib; Long-term rating
of 'B') could be one way that this is achieved and would make
sound strategic sense for NIKoil, marrying Uralsib's extensive
branch network with NIKoil's more developed product range.  The
combined branch networks would likely be the most extensive of
any privately owned bank in Russia, albeit substantially behind
that of Sberbank.  NIKoil presently owns 14% of Uralsib, but the
acquisition of a majority stake has been looking increasingly
likely in recent weeks.  NIKoil representatives hold seven of the
11 seats on Uralsib's Supervisory Board and a NIKoil executive,
Mr. Fuad Akhundov, is now Uralsib's acting President. Even so, a
full acquisition is not yet certain.  The agency comments that it
would have to took at the specific terms of any deal that does
emerge on its own merits to determine whether any rating action
is warranted.

NIKoil has indicated that it might be prepared to sell part of
its LUKoil stake to finance future acquisitions in the financial
services sector, which Fitch would view positively.  Not only
would it demonstrate NIKoil's commitment to developing a
diversified, integrated financial services group, but it would
also reduce the earnings volatility and substantial market risk
to which the group is exposed through its LUKoil investment.
Although a rising LUKoil share price will have again supported
group earnings in 2003, Fitch considers the exposure to be
excessive in relation to group equity.

The upgrade of IBG's Long-term rating is in-part driven by its
important position within the wider NIKoil group, but also the
development and growth of its business and franchise, its above
average asset quality for a Russian bank (which is in part a
factor of the group's developed risk management practices), and
its adequate capitalization.  A legal merger with Avtobank,
should it take place, will provide further growth opportunities.
However, Fitch comments that, while improving, concentration
levels remain high on both sides of the balance sheet and its own
LUKoil positions expose it, like the wider group, to significant
market risk and potential earnings volatility.  Avtobank's asset
quality has historically been poor, but this issue is being
addressed by NIKoil management and loan loss reserve cover looks
adequate.  Earnings have been weak, constrained by overcapacity
in the branch network and high costs.

NIKoil is the holding company of an expanding financial services
business, with consolidated assets of c.USD2.5 billion at
end-2002.  It is ultimately owned by two individuals, including
the group's President.


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


AES DRAX: S&P Retains 'D' Rating on Subordinated Debt
-----------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'D' senior debt
ratings on InPower Ltd.'s GBP905 million senior secured bank loan
and AES Drax Holdings Ltd.'s GBP200 million and $302 million
senior secured notes.

The withdrawal follows agreement on the restructuring of the Drax
power station's debt.  This will replace old debt with new and
provides creditors with full ownership.  The subordinated debt
issued by AES Drax Energy Ltd. was not part of the restructuring
and the rating on it remains at 'D'.  All three entities provided
funding for Drax, the largest coal-fired power station in the
U.K.

"The implementation of the senior debt restructuring ends a long
period of standstill agreements.  The agreement offers banks and
investors clearer insight into their recovery prospects, which
for some tranches looks very good," said Standard & Poor's
Infrastructure Finance credit analyst Magdalena Richardson.

The final result of the offering to banks and investors was
surprising because only a few creditors voted to accept the
partial cash offer.

International Power PLC (BB/Stable/--) received only a GBP2
million-compensation payment.  It had offered cash to buy back
debt at a discount in return for a considerable equity stake.

"Overall, investors appear to have an optimistic outlook on
future wholesale electricity prices.  They therefore expect high
or full recovery of their debt," added Ms. Richardson.
"Nonetheless, although Drax is well placed to compete and operate
under increasingly stringent environmental regulation, it is
still too early to say that the wholesale electricity market has
recovered.  Some uncertainty also remains regarding future
environmental regulation."

The new A-1 tranche has very good prospects of full recovery
owing to a cash sweep, available liquidity, and the cash flow
waterfall structure.

The A-2 and A-3 tranches have reasonable recovery prospects.
Those for A-2 debt are better than for A-3 owing to their
seniority in the cash flow waterfall.  Recovery of A-2 debt,
however, is dependent on captured power prices, and therefore
recovery could be less than 100%.  The B tranche relies on a
claim against TXU Europe Ltd. and is therefore highly
speculative.  If the claim is completely successful, however,
recovery could occur before any other tranche.


BRITISH ENERGY: Shareholders Clear Divestment of Amergen Stake
--------------------------------------------------------------
British Energy shareholders approved the disposal to Exelon
Generation Company LLC of British Energy's 50% interest in
AmerGen Energy Company, LLC at an Extraordinary General Meeting
held solely for this purpose.

At closing, British Energy will receive approximately US$277
million in cash subject, among others, to any post-closing
adjustments to be determined relating to working capital levels,
unspent nuclear fuel, capital expenditures and low-level waste
disposal costs at the time of closing.  The proceeds, net of
transaction costs and break fee, are expected in the first
instance to be used to repay outstanding sums made available to
British Energy under the U.K. Government credit facility.

CONTACT:  FINANCIAL DYNAMICS, Media
          Andrew Dowler
          Phone: 0207 831 3113

          British Energy
          Paul Heward, Investor Relations
          Phone: 01355 262 201
          Homepage: http://www.british-energy.com


CANARY WHARF: Disposal of Canada Square Properties Approved
-----------------------------------------------------------
Following a poll conducted at the Extraordinary General Meeting
of Canary Wharf Group plc held on December 22, 2003, the
resolution to approve the disposal of 5 Canada Square and 25
Canada Square to The Royal Bank of Scotland plc was passed.  The
details of the votes cast in the poll are:

In favor of the resolution: 278.12 million (69.4% of those votes
cast)

Against the resolution: 122.55 million (30.6% of those votes
cast)

Details of the Disposals were contained in a circular sent to
shareholders on December 5, 2003.

Pursuant to paragraphs 9.31 and 9.32 of the Listing Rules, Canary
Wharf confirms that two copies of the ordinary resolution passed
at the extraordinary general meeting have been submitted to the
U.K. Listing Authority.

The documents will shortly be available for inspection at the
U.K. Listing Authority's Document Viewing Facility, which is
situated at:

The Financial Services Authority
25 The North Colonnade
Canary Wharf
London E14 5HS

Phone: 020 7676 1000

CONTACT:  LAZARD
          Phone: 020 7187 2000
          William Rucker

          CAZENOVE
          Phone: 020 7588 2828
          Duncan Hunter
          Richard Cotton

          BRUNSWICK
          Phone: 020 7404 5959
          James Bradley
          Fiona Laffan


FIGRE LIMITED: Scheme Creditors to Meet February 17
---------------------------------------------------
Notice is hereby given that by an order dated December 12, 2003
made in the above matter, the Court has directed that a meeting
(the Creditors' Meeting) of the Company's Scheme Creditors (as
defined in the Scheme) of FIGRE Limited (the Company) to be held
on Tuesday, February 17, 2004 at the Tower Room, London
Underwriting Centre, 3 Minster Court, Mincing Lane, London EC3R
7DD commencing at 11.00 a.m.  All Scheme Creditors are requested
to attend at such place and time either in person or by proxy.
Please allow plenty of time for registration prior to the
meeting.

The purpose of the Creditors' Meeting will be to consider and, if
thought fit, to approve (with or without modification) a scheme
of arrangement proposed to be made between the Company and its
Scheme Creditors pursuant to s425 of the Companies Act 1985.

A downloadable file of the proposed Scheme Document, Explanatory
Statement and Appendices are available on the Company's website
at http://www.figrescheme.com. Should a printed copy be
required, please send your request to Compre Administrators
Limited, PricewaterhouseCoopers LLP or Kendall Freeman at the
addresses listed below, and one will be sent to you free of
charge.

Scheme Creditors may vote in person at the Creditors' Meeting or
they may appoint another person, whether a Scheme Creditor or
not, as their proxy to attend and vote in their place.  Voting
forms and proxy forms for use at the Creditors' Meeting have been
sent to all known creditors together with this Notice.

It is requested that proxies and voting forms be sent by Post to
Compre Administrators Limited, 120 Middlesex Street.  London, E1
7HY, (marked for the attention of Paul Upperton or Graham
Garwood), as soon as possible to arrive no later than 5.00 p.m.
(GMT) on February 16, 2004.  A faxed copy (fax: +44 (0)20 7377
5382) will be accepted if legible provided that the original is
received by no later than 5.00 p.m. (GMT) on February 16, 2004
they may be handed to the Chairman of the Creditors' Meeting at
the meeting.

By the same order the Court has appointed Dan Schwarzmann of
PricewaterhouseCoopers LLP of Plumtree Court, London EC4A 4HT or,
failing him, Nigel Rackham of PricewaterhouseCoopers LLP to act
as Chairman of the Creditors' Meeting and has directed the
Chairman to report the result of the Creditors' Meeting to the
Court.

In the event that the Scheme Creditors vote in favor of the
Scheme it will be subject to the subsequent approval of the
Court.

Dated: December 18, 2003

     Prospective Scheme Manager
     Compre Administrators Limited
     120 Middlesex Street
     London E1 7HY
     (Ref: "Paul Upperton or Graham Garwood)

     Prospective Scheme Advisers
     Dan Schwarzmann and Nigel Rackham
     PricewaterhouseCoopers LLP
     Plumtree Court
     London EC4A 4HT

     Legal Advisers to the Company
     Kendall Freeman
     43 Fetter Lane
     London EC4A 1JU
     (Ref: Vivien Tyrell or Nick Stem)


HIBERNIA FOODS: Administrator Finds Potential Buyers for Plants
---------------------------------------------------------------
KPMG, the administrator of Hibernia Foods, said it is in
exclusive talks with prospective buyers for the company's
Hartlepool Oakesway site, according to Evening Gazette.  Separate
exclusive discussions have also started with a buyer for the
Bridlington and Stockton sites.

Rayner Peett, KPMG spokesman, said they hope to announce results
of the discussions before the end of the month.  KPMG could not
reveal the names of the interested parties and could not disclose
the timescale of the exclusive talks, according to him. The news
gave renewed hopes to the plants workers who face redundancies
unless a buyer is found for the operations.  The Hartlepool
Oakesway factory employs 493 people, while Bridlington and
Stockton employs 950.

Alan Milne, regional officer with the Bakers, Food and Allied
Workers union commended Hartlepool MP Peter Mandelson and
receivers KPMG for their efforts to reach a deal, according to
the report.


INTERNATIONAL POWER: Saudi Contract Fails to Buoy Ratings
---------------------------------------------------------
Standard & Poor's Ratings Services said the ratings on
International Power PLC (BB/Stable/--) remain unaffected by the
go-ahead for IPower and Saudi Oger to develop, own, and operate
four cogeneration facilities in Saudi Arabia.  The contract
award, however, is viewed as positive in terms of reducing
IPower's overall merchant risk.

The plants to be developed will provide a capacity of 1,074 MW
and 4.4 million lbs per hour of steam.  This will be sold under a
20-year energy conversion agreement with Saudi Aramco.  IPower's
expected GBP50 million equity commitment has already been
factored into the rating.


INVENSYS PLC: Non-executive Director Steps Down
-----------------------------------------------
Invensys plc said Rolf Borjesson has decided to step down from
the company's board last week in order to devote time to his
other substantial commitments.  Mr. Borjesson replaced Jeremy
Lancaster as chairman of consumer packaging firm Rexam early in
the month.

Invensys plc is a global leader in production technology.  The
group recorded a loss of GBP149 million during the first half.
It is currently pursuing its drive to divest assets to plug a
GBP900 million-pension deficit and take care of GBP1.6 billion in
debts due to be refinanced in 2005.  So far, the group was able
to put for sale two thirds of its business.


LEAROYD PACKAGING: API Group Divests Loss-making Unit
-----------------------------------------------------
API Group plc has completed the disposal of Learoyd Packaging
Limited to Flytrack Limited, a company established for the
purpose of the acquisition by the existing management of Learoyd
Packaging.  Included in the sale is the leasehold title to the
property in Burnley from which Learoyd Packaging operates.
Learoyd Packaging produces specialist packaging for the food
industry, and is currently loss-making.

The consideration comprises GBP1 for the ordinary share capital
of Learoyd packaging, plus repayment of GBP800,000 of
inter-company debt owed by Learoyd Packaging to API.  The balance
of the debt owed to the Group has been written off.  The
consideration for the property leasehold title is GBP700,000.

The loss before tax of Learoyd Packaging for the year to
September 30, 2003 was GBP4.0 million and its net liabilities as
at that date were GBP5.2 million.  The net proceeds will be used
to reduce Group debt.

Derek Ashley, API Group Chief Executive said, "this disposal is
part of the development of our plans to focus on the core
specialty coatings businesses of the Group.  It will allow
capital that would have been necessary to bring Learoyd Packaging
back to profitability to be used more effectively elsewhere in
the Group."


MENTOR INSURANCE: To Pay Creditors' Final Dividend January 31
-------------------------------------------------------------
Notice is hereby given that a final dividend of 2.77 cents has
been declared in this matter and that the same will be mailed to
creditors whose claims have been previously admitted in this
liquidation on January 31, 2004.  This brings the overall
dividend distributed to creditors to 75.27 cents.

If you otherwise had any claim against Mentor Insurance Limited
and have not filed your claim in accordance with the Scheme of
Arrangement implemented in respect of the Company, or if you did
file a claim in accordance with the Scheme of Arrangement but
excluded any claim which otherwise would be valid, then to that
extent your claim will be expunged and the Joint Liquidators will
proceed to make the final dividend without regard to such claim.

The Scheme of Arrangement was approved by creditors on February
23, 1993 and sanctioned by the Supreme Court of Bermuda on March
23, 1993.  The final filing deadline for creditors of the Company
under the Scheme of Arrangement was set at June 30, 1993.

Furthermore, the Joint Liquidators intend to redistribute
previously uncashed dividend distribution.  If you believe that
you are entitled to this final dividend distribution and may have
entitlement to previously unclaimed dividend distributions,
please contact the Joint Liquidators at the following address and
fax number:

Ernst & Young, Reid Hall, #3 Reidd Street, Hamilton HM 11,
Bermuda, Attention: Peter Howley, Fax number: (441) 295 5193,
E-mail address: peter.howley@bm.ey.com

If you desire the dividend to be paid to some other person or
entity, you must sign and lodge with the Joint Liquidators the
necessary authority.  All dividend checks will be cancelled at
the expiration of six months from the date of issue (July 31,
2004) and any unclaimed dividends will then be transferred to the
Accountant General in Bermuda.

After August 31, 2004, the Joint Liquidators intend to apply to
the Supreme Court of Bermuda for release and further take notice
that any objection you may have to the granting of release must
be notified to the Court within twenty-one days of this date.

Dated this 12th day of December 2003

Charles W. Kempe, Jr. FCA and Nigel J. Hamilton, FCA
Joint Liquidators


MYTRAVEL GROUP: Concludes Sale of Auto Europe to Soros Private
--------------------------------------------------------------
MyTravel Group plc announces the completion of the sale of Auto
Europe, which was approved by shareholders on November 17, 2003,
for US$85 million (GBP50.9 million) in cash to Soros Private
Equity Investors LP.

The sale was completed in accordance with the terms previously
announced, subject to certain amendments agreed between MyTravel
and Soros.  These amendments, which principally relate to
MyTravel's agreement to reimburse certain increased costs
incurred by the purchaser in connection with completion, reduced
the cash consideration received by MyTravel at completion by
US$0.5 million (GBP0.3 million) and the aggregate net proceeds
from the transaction by US$2.5 million (GBP1.5 million).

Exchange Rate US$1.67 = GBP1

CONTACT:  BRUNSWICK
          Roderick Cameron
          Phone: 07974 982400


ROYAL MAIL: Workers Union Amenable to 14.5% Pay Offer
-----------------------------------------------------
Royal Mail welcomed the decision by the Communications Workers
Union's Executive Committee to recommend the company's 14.5% pay
offer linked to major changes.  The company reached an agreement
with the union's negotiating team on December 12.

"We've got real agreement and real commitment to change and to
the substantial pay increases which reward those changes.  That
means we can all get on with improving the service we offer to
our customers," said Chief Executive Adam Crozier.

The eighteen-month offer Royal Mail first made in the summer
remains in place.  The first 3% pay rise was paid on schedule in
October.  A further GBP26.28 increase in weekly pensionable pay
is already being earned by more than 200 offices, with a total of
800 offices signed up and working towards the targets set in
August, by local managers.  These targets have not changed.  The
final 1.5% pay rise will be paid in April 2004.

The agreement confirms that the Communications Workers Union is
committed to, and will be involved in deploying, the changes
Royal Mail needs to make.  People employed in Royal Mail's
transport and logistics operation will get their pay rises on the
same timescale as other parts of the Group as the pace of change
speeds up.

Royal Mail's offer on London Weighting within the eighteen-month
deal agreed remains unchanged -- an annual increase of GBP300 to
both inner and outer London allowances -- but longer-term
commitments have now been successfully negotiated, for postmen
and women.  Mr. Crozier said that the agreement would reassure
customers in London and lift the threat of further strikes.

"I know that the cost of living in London is a genuine issue for
our London postmen and women.  We can't increase our current
eighteen month offer -- but we have committed to a further annual
increase of GBP300 in the next pay round, once we have completed
the changes, to take inner London allowances to GBP4,084 and
outer London rates to GBP2,967 in April 2005," Mr. Crozier said.

Royal Mail has confirmed that national pay bargaining will
continue.  Mr. Crozier said, "Our customers will welcome this
news.  In London, it gives us stability for at least the next two
and a half years.  And across the U.K. it means that everyone is
focused on modernizing the service.

"But the most important thing to me is to make sure everyone gets
their hands on the money.  Even before [December 22] almost half
our delivery offices had signed up to the changes.  This
agreement will speed up the rest.  There's no reason why all
postmen and women shouldn't have the full 14.5% pay rise in their
pockets by April next year.  We've kept our promises."

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


ROYAL MAIL: Employees to Vote on Pay Package Next Month
-------------------------------------------------------
A draft agreement reached between the Communication Workers Union
and Royal Mail will be put to a ballot of the union's 160,000
postal members early in the New Year.  The ballot is scheduled to
open on January 12 and close on January 26.

Dave Ward, deputy general secretary of the Communication Workers
Union, said: "The union's Postal Executive has agreed to
recommend the draft deal in a postal ballot.  We believe the
package represents a good deal for our members.  It will allow
necessary change to be introduced across the industry with the
full involvement of the union, alongside substantial benefits for
the membership.  The deal also takes a further step towards
minimizing job losses in the industry.

"If the vote is positive, it will deliver a GBP300 minimum basic
pensionable wage for delivery postmen and women by next April."

The key points of the agreement are:

(a) Pay: We have confirmed the staged 4.5% and the GBP26.28 local
pensionable supplement linked to change over an 18-month deal.
In Logistics we have moved from a 2-year deal back to an 18-month
deal.  This means, with the exception of Parcelforce, we now have
a common April pay date across the main postal group businesses.

We have commitments for separate discussions to look at further
basic pay increases by April 2004, for other grades including
engineers, MDEC and mailroom employees.

We have also secured a commitment to maintain national pay
bargaining.

(b) Delivery: Virtually all of the previous safeguards have been
reinstated alongside other improvements.  On the key issue of
targets Royal Mail have confirmed a 30% global reduction from the
matrix.  Any issues arising from the process of introducing
single daily deliveries will be dealt with via the Industrial
Relations Framework.

(c) Mail Centers: The targets will be staged.  Processing LA's
and the Operational Support Grade will receive the supplement.
There will be the opportunity to earn lump sums for savings made
since the cessation of ICS.  Pooled bonus units will be able to
continue.

(d) Logistics: Equality has now been achieved in regard to the
ability and opportunity for members working in Logistics to
achieve the GBP300 basic pensionable pay within a similar
timescale as those in other business units.  The agreement
advances monies in line with progress on the negotiations
covering the transport review and sees the business investing in
its employees during the change rather than holding back to the
end.  RRIS payments will be reinstated, there are meaningful
commitments to resolve future productivity arrangements and the
divisive differing allowances and reserved rights payments which
currently result in some members in Logistics earning less money.

(e) MTSF: The two-year pay protection Royal Mail has attempted to
impose will revert to three years.  Importantly, pay protection
will now be on offer for any management-initiated change
irrespective of whether a surplus exists.  There is also stronger
protection for short-term temporary contract staff.

(f) London Weighting: There will be a further GBP300 in April
2005, for RM U.K., Logistics and RMI with earlier increases for
our members in Post Office Limited.

(g) For the first time ever we have established an agreement for
dealing with London Weighting in the future.  This will be based
on a combination of automatic flow through from basic pay rises
alongside a formal group wide review (except Parcelforce) every
two years.  The review will have a degree of independence and
shifts the focus for increases away from Royal Mail's ability to
pay to agreed cost of living criteria.

(h) RRIS: The Way Forward RRIS Review has been completed with
increases in some areas and in some cases payments extended to
new areas.

(i) There is stronger protection to ensure employees will not
lose payments in the future.

(j) We have also secured a new mechanism to review RRIS every two
years, including, for the first time, acceptance of cost of
living criteria.

(k) Future Industrial Relations: In the previous tabled offer
following the industrial action 'no vote' Royal Mail had included
a whole section which enforcing their view on how our
relationship would operate in future.  This whole section has now
been removed and has been replaced by a commitment for both
parties to reach agreement on a new Industrial Relations
Framework by the end of March 2004.

A more detailed overview of the proposed deal can be found in LTB
736/03 in the members only section of this site.


                            *********


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

Troubled Company Reporter -- Europe is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA.  Larri-Nil Veloso, Ma. Cristina Canson, and
Laedevee Gonzales, Editors.

Copyright 2003.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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The TCR Europe subscription rate is US$575 per half-year,
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or balance thereof are US$25 each. For subscription information,
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