Final Results

Personal Group Holdings PLC
27 March 2006



                         PERSONAL GROUP HOLDINGS PLC
                     PRELIMINARY ANNOUNCEMENT OF RESULTS
                      FOR THE YEAR ENDED 31 DECEMBER 2005


The board of directors of Personal Group Holdings Plc providers of employee
benefits, insurance and consultancy, are pleased to announce the group's results
as follows:


                                            HIGHLIGHTS
                                                  2005         2004        %
                                                    £m           £m
Trading income*                                   24.2         14.2      + 70
Headline EBITDA **                                 9.7          6.8      + 43
Pre-tax profit                                     7.7          6.2      + 24
EBITDA per share                                  32.1p        22.6p     + 42
Earnings per share (basic)                        16.9p        14.0p     + 21
Dividends per share paid in 2005                  10.6p        10.1p    + 5.0
Dividend per share payable May 2006               3.30p        3.15p    + 4.8


* Trading income comprises earned premiums, net of claims and claims handling
expenses and other income from the on- going business representing commission
and fees earned on financial products and other related services. Other income
included in the 2005 trading income in respect of an acquisition totalled
£7,859,000.

** Headline EBITDA is defined as earnings before interest, tax, depreciation and
amortisation.

   • The directors have declared a dividend of 3.3p (2004: 3.15p) per share
    payable on 2 May 2006 to shareholders on the register at the close of
    business on 7 April 2006. Shares will be marked ex-dividend on 5 April 2006.
    The AGM will be held on 25 April 2006.


Ken Rooney, Chief Executive commented:

   •The group has had its most profitable year ever, even allowing for the
    Berkeley Morgan Group (BMG) contribution. During 2005 our profit before tax
    increased by 24% to £7.66m. This excellent performance has been achieved by
    the continuing development of our opportunities to market our health and
    protection products through worksite marketing and the successful
    integration of BMG following its acquisition in January 2005.

   •The integration of BMG has been carefully managed with Accounts, IT and
    HR now being centrally controlled, and the Personal Assurance Financial
    Services team having been merged into BMG to form a single FSA regulated
    division. Further carefully considered amalgamation will continue to take
    place in 2006.

   •Our ongoing review of the regulated activities throughout the group has
    lead to some rationalisation, and the further strengthening of the
    compliance team. This will continue in 2006.

   •During 2005 we launched 19 new benefit programmes with all new programmes
    being incorporated on the Perflex employee benefit software platform where
    employers now have use of one or more of the modules available. We currently
    have 15 companies using the system and it is available to 41,000 employees.



CHAIRMAN'S STATEMENT


I am pleased to report that the group achieved good progress during the year.
Profit before tax increased by £1.48m to £7.66m (2004: £6.18m) and earnings
before interest, tax, depreciation and amortisation (EBITDA) increased by £2.86m
to £9.68m (2004: £6.82m). Headline EBITDA per share are 32.1p, an increase of
42%, compared with 31 December 2004. Basic earnings per share are 16.9p, an
increase of 21%, compared with 31 December 2004.


As anticipated, the strong growth in new business seen during the latter part of
2004 was maintained during 2005. This growth, in addition to improved claims
experience at Personal Assurance and the integration of Berkeley Morgan Group
Plc (BMG), generated increased profits.


After provision for taxation, there was a surplus of £5.10m which was taken to
reserves. Shareholders' funds stood at £20.56m at 31 December 2005 (2004:
£18.77m), which is 67p per share (2004: 61p). The directors have today declared
a dividend of 3.3p per share. In previous years this dividend, and the one paid
in March 2006, would have been accrued in the financial statements at the
balance sheet date. As a result of a change in financial reporting standards,
these dividends can no longer be charged to the year ended 31 December 2005 as
they had not been declared at the balance sheet date. Dividends paid in 2005
totalled 10.6p per share, an increase of 5% on the corresponding 2004 figure.


Investment performance (incorporating investment income, realised/unrealised
gains and losses and related expenses) improved from a net income of £0.63m in
2004 to £1.04m at 31 December 2005. At the end of 2005 our Government fixed
interest securities and cash deposits amounted to £11.55m (2004: £11.88m).
Having borrowed £12m to help fund our £13m acquisition of BMG in January 2005 we
had, by 31 December 2005, reduced the net debt to £8m. The cost of servicing the
debt related to the BMG acquisition amounted to £0.54m and our goodwill
amortisation charge for the year was £1.03m.


I am delighted to be able to report that the performance of BMG, having been
successfully integrated into Personal Group, has exceeded expectations. During
the financial year BMG companies contributed £1.68m of pre-tax profit, before
amortisation of goodwill, representing over 17% of group EBITDA.


The group's joint venture with Abbeygate Developments Limited, to build
additional office space and residential units on the site adjacent to John
Ormond House, was completed in early 2005. It is fully occupied and generating
sufficient net income to cover our interest charge.


Current trading is in line with directors' expectations.


I give my thanks to all our employees and associates for their individual
contributions that taken together made this our most successful year to date.



Christopher W T Johnston
Chairman


27 March 2006





Enquiries:


Personal Group Holdings Plc               Tel: [phone] (on 27/3/06).
Christopher Johnston, Chairman                 01908 605000 ext 235 (thereafter)
Ken Rooney, Chief Executive
John Barber, Finance Director


Bankside Consultants
Simon Rothschild                          Tel: [phone]





PERSONAL GROUP HOLDINGS PLC

CONSOLIDATED PROFIT AND LOSS ACCOUNT

FOR THE YEAR ENDED 31 DECEMBER 2005




                                                      2005                2004
                                            £000      £000      £000      £000

TECHNICAL ACCOUNT -
GENERAL BUSINESS

Premiums written                                    15,638              13,518
                                                        

Change in the gross provision for
unearned premiums                                     (191)                 46

                                                   _________           ________
Earned premiums                                     15,447              13,564

Claims paid                               (2,941)             (2,850)
Change in the provision for claims           121                (239)
                                         ________            ________

Claims incurred                                     (2,820)             (3,089)

Net operating expenses                              (7,314)             (5,555)
                                                   ________            ________
Balance on the technical account for
general business                                     5,313               4,920

                                                   ________            ________
                                                   ________            ________






PERSONAL GROUP HOLDINGS PLC

CONSOLIDATED PROFIT AND LOSS ACCOUNT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2005




                                                      2005                2004
                                                                      (Restated)
                                     Note  £000       £000    £000        £000

NON-TECHNICAL ACCOUNT

Balance on the general business
technical account                                    5,313               4,920


Investment income                           967                681
Unrealised gains on investments             107                 67
Investment expenses and charges             (36)              (123)
                                          _______            _______
Net investment return                                1,038                 625

Other income                          1             11,617               3,703

Other charges                         1            (10,182)             (2,984)

Charitable donations                                  (126)                (85)
                                                    _______            _______
Profit on ordinary activities         
before tax                            2              7,660               6,179

Tax on profit on ordinary                           
activities                                          (2,557)             (1,970)
                                                   _______            _______
Profit for the financial year                        5,103               4,209
                                                  ________           ________
                                                  ________           ________

Earnings per share (basic)            3               16.9p               14.0p
Earnings per share (diluted)          3               16.8p               13.9p



There are no recognised gains or losses for the period other than the profit for
the financial year.


Included within Other income is £7,859,000 (31 December 2004: £53,000), Other
charges is £6,400,000 (31 December 2004: £273,000), Investment income is
£225,000 (31 December 2004: nil) and Tax on profit on ordinary activities is
£381,000 (31 December 2004: nil) relating to acquisitions in the year.




PERSONAL GROUP HOLDINGS PLC

CONSOLIDATED BALANCE SHEET AT 31 DECEMBER 2005




                                                   2005                   2004
                                      £000         £000      £000         £000

Assets

Intangible assets

Goodwill                                          9,247                      -

Investments

Investment in joint venture
Share of gross assets                2,214                  1,707
Share of gross liabilities          (2,250)                (1,707)
                                   ________               ________
Net investment                                      (36)                     -
Other financial investments                       8,564                  6,952

Debtors

Debtors arising out of direct
insurance operations                 1,501                  1,185

Other debtors due within one year    1,196                    659
                                   ________               ________
                                                  2,697                  1,844

Other assets

Tangible assets                      6,638                  5,654
Cash at bank and in hand             8,564                  8,936
                                   ________               ________
                                                 15,202                 14,590

Prepayments and accrued income

Accrued interest and rent               48                     55
Deferred acquisition costs              75                     19
Other prepayments and accrued        
income                               1,554                    149
                                   ________               ________
                                                  1,677                    223
                                               _________              _________
Total assets                                     37,351                 23,609
                                               _________              _________
                                              ___________            ___________







PERSONAL GROUP HOLDINGS PLC

CONSOLIDATED BALANCE SHEET AT 31 DECEMBER 2005 (CONTINUED)




                                                    2005                  2004
                                                                      (Restated)
                                          £000      £000      £000        £000

Liabilities

Capital and reserves

Called up share capital                  1,528               1,528
Shares to be issued                        298                 247
Other reserve                             (763)               (558)
Profit and loss account                 19,498              17,550
                                       ________            ________

Shareholders' funds                               20,561                18,767

Technical provisions

Provision for unearned premiums            417                 226
Claims outstanding                         982               1,105
                                       _______             _______
                                                   1,399                 1,331

Provisions for liabilities and charges               422                   254

Creditors

Current taxation                         1,452               1,058
Other creditors including other            867                 474
taxation and
social security
Bank loans                               8,435                 303
                                       _______             _______
                                                  10,754                 1,835

Accruals and deferred income                       4,215                 1,422
                                                 _________           _________
Total liabilities                                 37,351                23,609
                                                 ________            ________
                                                 ________            ________



PERSONAL GROUP HOLDINGS PLC

CONSOLIDATED CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 DECEMBER 2005




                                                        2005              2004
                                             £000       £000    £000      £000

Net cash inflow from operating activities             10,177             7,318

Loan interest paid                                      (605)              (26)

Taxation paid                                         (2,441)           (1,783)

Capital expenditure
Purchase of fixed assets                     (237)              (218)
Sale of fixed assets                           71                256
Purchase of own shares                       (220)                (4)
Sale of own shares                             15                363
                                          _______              _______
                                                        (371)              397

Acquisitions and disposals
Acquisition (net of cash acquired)                   (10,795)               (6)

Equity dividends paid                                 (3,191)           (3,023)

Financing
Additions to bank loans                    12,243                  4
Repayments of bank loans                   (4,111)              (484)
                                          _______              _______
                                                       8,132              (480)
                                                    _______            _______
Net cash flows                                           906             2,397
                                                    ________           ________
                                                    ________           ________
Cash flows were invested as follows:

(Decrease)/increase in cash holdings                    (372)            2,686

Net portfolio investment
Ordinary shares, loans, finance leases,
treasury loan stock                                    1,278              (289)

                                                      _______           _______
Net investment of cash flows                             906             2,397
                                                     ________          ________
                                                     ________          ________


Notes

1.   Other income comprises insurance related business £10,606,000 (2004: 
     £2,745,000) and other business £1,011,000 (2004: £958,000). Other charges 
     comprises insurance related business £8,232,000 (2004: £1,178,000) and 
     other business £1,950,000 (2004: £1,806,000).

2.   Taxation comprises United Kingdom corporation tax of
     £2,582,000 (2004: £1,917,000), and deferred taxation credit of £25,000 
     (2004: charge £53,000).

3.   The directors have declared a dividend of 3.3p (2004:
     3.15p) per share payable on 2 May 2006 to share holders on the register at 
     the close of business on 7 April 2006. Shares will be marked ex-dividend on 
     5 April 2006. The total dividend paid in the year was £3,191,000 (2004: 
     £3,027,000), which is equivalent to 10.6p (2004: 10.1p) per share.

4.   The basic and diluted earnings per share are based on the profit for the 
     financial year of £5,103,000 (2004: £4,209,000) and on 30,185,071 basic 
     (2004: 30,120,002), 30,377,285 diluted (2004: 30,218,539) ordinary shares,
     the weighted average number of shares in issue during the year. The EBITDA 
     per share are based on the earnings before interest, tax, depreciation and
     amortisation for the financial year of £9,679,000 (2004: £6,821,000).


The preliminary statement which has been agreed with the auditors and approved
by the Board on 24 March 2006 is not the Company's statutory accounts. The
statutory accounts for each of the two years to 31 December 2004 and 31 December
2005 received audit reports, which were unqualified and did not contain
statements under section 237 (2) or (3) of the Companies Act 1985. The 2004
accounts have been filed with the Registrar of Companies but the 2005 accounts
are not yet filed.






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