Final Results - Year Ended 31 March 2000, Part 1

Quintain Estates & Development PLC
30 May 2000

PART I

QUINTAIN ESTATES AND DEVELOPMENT PLC

PRELIMINARY ANNOUNCEMENT OF RESULTS
FOR THE YEAR ENDED 31 MARCH 2000

Highlights

PROFIT AND LOSS ACCOUNT

                                 31 March    31 March             
                                     2000        1999       Change
                                                                  
Turnover (£000)                    72,054      32,938      +118.8%
Profit before tax (£000)                                         
   Before exceptional costs        17,541       9,164      +91.4%
   After exceptional costs         16,168       9,164      +76.4%
Earnings per share (pence)                                       
   Before exceptional costs         11.3p        8.7p      +30.0%
   After exceptional costs          10.5p        8.7p       +20.7%
Total dividend (pence)               5.5p        4.5p       +22.2%

NB:  The exceptional costs relate entirely to the termination payments made to
English & Overseas and Chesterfield staff.

BALANCE SHEET

                                 31 March    31 March            
                                     2000        1999      Change
                                                                 
Investment properties (£000)      602,370     309,650      +94.5%
Total properties                                                 
  including joint ventures                                       
  and associate (£000)            640,676     322,996      +98.4%
Net borrowings (£000)             348,912     118,416     +194.6%
Gearing (%)                          111%         62%            
Shareholders' funds (£000)        313,807     189,962      +65.2%
Net asset value                                                  
  per share (pence)                  238p        206p      +15.5%
Diluted net asset value                                          
  per share (pence)                  236p        202p      +16.8%

In  his  statement,  Chairman Nigel Ellis has commented on  'another  year  of
excellent results'.

   'The focus of the Board is to deliver shareholder value and for the 12
   months to 31 March 2000 returns have been underpinned by a 15.5% increase
   in net asset value per share, a total return of 18% and a 22% rise in the
   total annual dividend.'

   'We  have  decided to seek authority from shareholders at  the  forthcoming
   Annual  General Meeting to purchase up to 15% of the Company's shares.  Our
   purchase  will be constrained by gearing targets and distributable reserves
   but, subject to these, our priority will be to purchase as much of our  own
   share  capital  as  possible whilst the discount to net assets  remains  at
   anything like its present level.'

In  his review, Chief Executive Adrian Wyatt reported that 'the business is in
very good shape'.

   'The financial year was notable for:
   
    *    The acquisition and successful assimilation of English & Overseas
         and Chesterfield.
         
    *    The  on-going  sales programme and completion of £107 million  sales,
         which reduced gearing to 111%.
         
    *    Our  success  in  adding  value across the portfolio,  especially  in
         Special  Projects,  the high yielding portfolio  and  RPI  properties
         where the total annual returns were 18%, 20% and 55% respectively.'
         

For further information contact:

Nigel Ellis                  Tel:  [phone]
Chairman

Adrian Wyatt                 Tel: [phone]
Chief Executive

Rebecca Worthington          Tel:  [phone]
Company Secretary
e-mail address:              [e-mail]

Emma Denne                   Tel:  [phone]
Financial Dynamics
e-mail address:              [e-mail]


QUINTAIN ESTATES AND DEVELOPMENT PLC

PRELIMINARY ANNOUNCEMENT OF RESULTS
FOR THE YEAR ENDED 31 MARCH 2000

Chairman's Statement

IT AGAIN GIVES ME GREAT PLEASURE to report on yet another year of excellent
results, one that has seen the Company make further progress in all of its
activities and at the same time lay the foundation for further growth.

As I have said before, the focus of the Board is to deliver shareholder value
and for the 12 months to 31 March 2000 returns have been underpinned by a
15.5% increase in net asset value per share (NAV), a total return of 18% and a
22% rise in the total annual dividend.  One of our objectives is to outperform
the sector average and we believe we have achieved this comfortably again this
year.  We have achieved a total real return (ie net of inflation) of 16% this
year, as against our target return of 10% real.

The undiluted NAV has advanced to 238p per share from last year's 206p and to
236p from 202p on a fully diluted basis. After adjusting our debt to market
NAV is increased by £2.3m to 240p compared with 200p at 31 March 1999. It is
less than four years since Quintain gained a Stock Market listing, during
which time the fully diluted NAV per share has grown by 93%.

At the profits level, which is always more erratic, due to the nature of the
Company's business, particularly because of the major special projects, we
have also made satisfactory progress during the year.

The rise in administrative expenses to £7.5m reflects the cost of integrating
the acquisitions. A comparable figure for 1998/99, incorporating Chesterfield
and English & Overseas, adjusting for timing, would have been £13m.  The
accounts include an exceptional item of £1.4m representing termination costs
in relation to the employment of some of the staff from Chesterfield and
English & Overseas.

Earnings per share increased by 30% before the exceptional costs of the
acquisitions of Chesterfield and English & Overseas and even allowing for
these expenses they still increased by 21%.

Underlying profits continued to improve, reflecting an increase from 7.6p to
9.3p per share, an increase of 22%.  We have maintained the low level of tax
charge for the year at only 18% as a result of capital allowances and
inherited tax losses.

For the first time, Quintain's accounts include an analysis of its portfolio
between the various sectors in which it operates.  This is shown in note 3 to
the accounts and emphasises the importance the Group's management attaches to
reviewing constantly the performance of its individual properties and
identifying the appropriate moment for disposing of those which have achieved
their full potential.

As a result of this year's performance, the Board is recommending a final
dividend of 3.5p per share in recognition of both the profit position and the
NAV growth which, with the interim dividend of 2.0p per share already paid,
makes a total distribution for the year of 5.5p per share as compared with
4.5p in the previous year.  It is intended that the final dividend will be
paid as soon as practicable following approval at the Annual General Meeting.

Cashflow is also satisfactory.  Over the course of the year we sold investment
properties for £78m generating total historic cost gains of £10m although,
under FRS3 only £3m of attributable profit has been taken through the Profit
and Loss Account. In addition we generated profits of £4m from the sale of
£29m of trading properties.

We invested £18m in acquiring new properties and more than £29m on improving
existing investments.

Of great significance were the acquisitions of English & Overseas plc for £32m
cash and shares which gave us a £48m property investment portfolio, with an
extensive development programme and Chesterfield Properties Plc for £146m cash
and shares reflecting a portfolio of investment and trading properties of
£291m.

The near doubling in the size of the investment portfolio has been accompanied
by an increase in lot size from £2.2m to £3.8m, a rise of 73%.  The sales
programme has gone well and the Group gearing has now fallen from an initial
148% immediately after the acquisitions to 111% compared with our usual target
of 100%.  Post year end sales have now reduced the level to 101%.

The Group usually borrows at floating rates of interest and uses hedging
mechanisms where necessary to achieve the desired interest rate profile. At
the year end 58% of net debt was protected.  Quintain does not speculate in
treasury products but uses these only to limit potential adverse interest rate
fluctuations. The weighted average rate of the Group's debt at the year end
was 7.36%.

At the year end the Group had committed bank facilities totalling £491m of
which £402m had been drawn and cash balances of £53m which arose as a result
of a refinancing operation.

New facilities arranged during the year included £96m from Bank of Scotland,
Lloyds TSB and HSBC in connection with the Chesterfield acquisition and a new
£30m facility from Bank of Scotland.

The only disagreeable note in the year has been the share price. This
currently gives a discount on the net assets of 42% which seems surprising, at
least to me, when compared with our average annual total return since
flotation of 21%.

As a result we have decided to seek authority from shareholders at the
forthcoming Annual General Meeting to purchase up to 15% of the Company's
shares. Our purchase will be constrained by gearing targets and distributable
reserves but, subject to these, our priority will be to purchase as much of
our own share capital as possible whilst the discount to net assets remains at
anything like its present level.

Shareholders will note the high level of non-audit fees paid to the auditors.
Most of these fees relate to either taxation advice or to the acquisitions of
Chesterfield and English & Overseas where the auditors were the best qualified
to assist because of their knowledge of the Company.  The Board is aware of
the importance of ensuring that auditors remain detached and fully
independent, but having reviewed the circumstances feel confident that
adequate safeguards are in place to ensure that this independence is not at
risk.  Hence no change is proposed with regards to the auditors.

Once again I should like to take this opportunity of thanking Quintain's staff
and my fellow directors for their continuing hard work, loyalty and support,
which are so important to the Company's long term success.  I would also like
to thank Christopher Armon-Jones for his valuable contribution during his time
as non-executive director prior to resigning on 11 April 2000.

I am very pleased to announce that on 3 March 2000 Barbara Thomas joined the
Board as an independent non-executive director and has now taken over the
responsibility of Chairman of the Company's Remuneration Committee.

Finally, once again I look forward to the coming year with great confidence.

Nigel Ellis
Chairman
30 May 2000


Chief Executive's Report

The total return to shareholders since flotation (measured by dividends plus
increases in NAV per share) has averaged 21%; a creditable result in a low
inflationary environment and one which compares well with other companies.

The financial year was notable for:


*   The acquisition and successful assimilation of English & Overseas  and
    Chesterfield. The acquisitions increased our gross property assets to
    £637m and resulted in a gearing of 148%.
    
*   The on-going sales programme and completion of £107m sales, which reduced
    gearing to 111%.
    
*   Our success in adding value across the portfolio, especially in Special
    Projects, the high yielding portfolio and RPI properties where the total
    annual returns were 18%, 20% and 55% respectively.
    

Before I review the year and outline our future prospects, I welcome the
opportunity to re-iterate Quintain's business philosophy.  At Quintain, we:

*   Acquire high yielding and reversionary secondary properties situated in
    the United Kingdom, which have potential for capital value uplift through
    development, trading and/or the merging of differing interests.
    
*   Analyse the total return prospects of the properties as well as the
    financial characteristics of the whole portfolio.
    
*   Measure the performance of every property regularly to maximise returns
    and sell those that no longer meet our investment criteria.
    
*   Will not, as a matter of preference, own properties overseas, acquire
    prime property, finance speculative development nor focus on a particular
    sector.
    
*   Will continue to seek third party finance for specialist joint ventures
    to emulate the success of Quercus, our partnership with Norwich Union,
    which was established for the acquisition of nursing homes let on RPI
    linked leases.
    
*   Prefer to maintain our level of gearing at 100%.  We accept and endorse
    the return on capital (ROCE) as the most important measure by which we
    should be judged.
    

During the year, as previously stated, our level of gearing has been reduced
through the successful sales programme.  Post acquisition we sold trading and
investment properties for £107m yielding a profit of £14m of which £7m is
shown in the profit and loss account.

More sales are planned which could total more than £200m.  As a result of the
corporate acquisitions we have a net investment of £10.9m in two shopping
centres in the United States and an office park in France.  We intend
disposing of these as soon as is commercially sensible, since overseas
investment is counter to policy.  We would anticipate no overseas holdings
within two years.

Within the next twelve months we plan to sell Neathouse Place, Victoria SW1
and the four shopping centres at Stockton, Norwich, Hull and Rochdale.  We
deliberately delayed some of these sales to ensure that we were maximising
value.  At Anglia Square, Norwich, for example, in the nine months since
acquisition we improved capital value by over 17% to £13.7m through:

*   Increasing pedestrian footfall by 30% and the net income by £125,000 per
    annum;
    
*   Achieving a major new letting to Poundstretcher (7,000 sq ft);
    
*   Restructuring the service charge and reducing non-recoverable expenditure
    by 40%;
    
*   Applying for a significant increase in the retail and residential content
    of the scheme which is being considered by the Local Planning Authority,
    where we have substantially improved relations
    
*   Negotiating an offer of several million pounds for the surrender of the
    lease of the offices.
    

By aggressively pursuing active management opportunities including re-gearing
headleases, re-letting and re-branding, we have added value to all four
shopping centres.

We now have virtually completed the development programme of English &
Overseas which comprised one Mayfair retail and residential refurbishment and
three M25 office developments.  At the interim stage, we reported on the sale
of Tunrose House, Reigate at a price of £5.5m producing a £1m surplus.
Practical completion has now occurred on Clarke House, Egham, the 12,000 sq ft
office development, which we anticipate being sold to an owner /occupier
shortly.  In addition, our 16,000 sq ft office development in Harmondsworth,
near to Heathrow, is now completed and is being marketed for a letting and
subsequent institutional sale.  In the Mayfair development of Avery Row, 9
flats have been pre-sold and the 5 shops are let and under offer for sale.
Practical completion is due in July.  We have every reason to believe that
each of these schemes will be profitable.

Our Special Projects division continues to perform well.  The highlight has
been our Mount Royal property in Oxford Street, where the acquisition of the
42,000 sq ft Marks & Spencer unit and subsequent refurbishment and lettings to
Next and Superdrug (with a further unit under offer) has added net value of
£10m in the financial year.  Over the last two financial years, this
acquisition has produced a net valuation surplus of £20m.  The annualised
rent, when fully let, will increase to circa £3.3m per annum, with fixed
increases to £3.7m per annum over the next 4 to 5 years.

At Delta Works (previously Victoria Deep Water Terminal) we completed a land
swap which has secured 11 acres immediately adjoining the Millennium Dome.
We receive income of £423,000 per annum (with a further 3.5 vacant acres
currently being marketed), and have an option, at no cost, over 4.5 acres of
river frontage at 10% below existing use value.  We have negotiated a 30%
profit participation in a further 7 acres on our former ownership at Victoria
Deep Water Terminal.  We will strive to maximise the planning potential.

Other properties acquired as part of the Chesterfield portfolio show
considerable potential including 'The Parishes' which is a 250,000 sq ft fully
consented shopping scheme in Scunthorpe.  A letting to a major anchor tenant
is currently in solicitor's hands and the letting of the 7-screen cinema has
exchanged.  We will not commence development until sufficient pre-lettings
have been secured. Emersons Green is a freehold 65 acre site west of Bristol
near junction 19 of the M4.  It is currently the subject of designation within
the Joint Structure Plan for an Urban Village, to feature a mixture of
Employment and Residential.  The Secretary of State has called in the Joint
Structure Plan to determine (inter alia) whether to increase the quantum of
housing.   Finally, we are working closely with Manchester City Council, our
landlord, on a major retail and hotel scheme at Deansgate, in the heart of The
Manchester City Centre Millennium re-generation initiative.

Across the whole portfolio development potential abounds, with 42,000 sq ft of
completed development available for letting, 628,000 sq ft of consents and
current planning initiatives on existing ownership of 73,000 sq ft excluding
Emersons Green and Delta Works.  The mix is eclectic:- hotels, retail,
leisure, office, residential and industrial.  So far as the latter is
concerned, construction of our 300,000 sq ft development at Beddington Cross,
Croydon is about to complete.  Following the sale to Scottish Widows,
announced at the interim stage, we have realised a revaluation surplus of
£4.1m and a FRS3 surplus of £1.2m.  There is the potential for a further £4m
of profit if we perform to the maximum under the forward sale provisions. The
completion of the new Coomber Way Link Road and the opening of the 'Tramlink'
augers well for the prospects of letting the speculative 88,000 sq ft of
consented space and the numerous other opportunities within the 37 acres of
Beddington Industrial Park.  Whenever appropriate the financing of
developments will be undertaken with third party capital.

The investment, development and structured finance programme for properties
let on long term leases with annual reviews to the RPI is progressing well.
The total net commitment your Company has made is £50m.  The returns last year
were:


*    Direct           55%
*    Joint Ventures   22%


We wish to expand our commitment to this sector.

Our knowledge of the Nursing Home Sector gave us the confidence to buy and
quickly sell shares in Nursing Home Properties plc.  We realised a profit in
excess of £0.4m on an investment of £1.1m within a few weeks.

We live in the global village, the age of instant communication, 'real time-
anywhere'.  To move with the times and to provide instant access to our
database we are designing and building a website which will be available on-
line shortly.  We hope it will be easy to access and use, informative,
interesting and current.

The recent corporate acquisitions have kept us all busy.  However with gross
property assets of £640.7m there are still only 22 full time employees
including the executive directors.  I would like to thank everyone for their
hard work, skill, enthusiasm and fortitude in challenging times.

Finally, I look forward to the next few years with confidence and enthusiasm.
The portfolio is high yielding, the reversionary potential is some £10m in
excess of rents passing, marriage value opportunities are rife, overall our
debt is at market rates and the development programme (for which we have paid
little!) is in excess of 840,000 sq ft. even before considering our
initiatives at Delta Works and Emersons Green.  Your business is in very good
shape.

Adrian Wyatt
Chief Executive
30 May 2000


The financial information set out in this announcement does not constitute the
Group's statutory accounts for the years ended 31 March 2000 or 1999 but is
derived from these accounts.  Statutory accounts for 1999 have been delivered
to the Registrar of Companies whereas those for 2000 will be delivered
following the Group's Annual General Meeting. The auditors have reported on
those accounts; their reports were unqualified and did not contain a statement
under section 237(2) or (3) of the Companies Act 1985.

1    Subject to approval at the Annual General Meeting, the recommended final
     dividend of 3.5p per ordinary share will be paid on 19 July 2000 to
     shareholders on the register on 19 June 2000.  This will bring the total
     dividend for the year to 5.5p, an increase of 22.2%.
     
2    The 2000 Annual General Meeting of Quintain Estates and Development PLC
     will be held at 58 Davies Street, London W1Y 1LB on 4 July 2000 at 10:30
     hours.
     

By order of the Board of Quintain Estates and Development PLC

Rebecca Worthington
Company Secretary

30 May 2000
Consolidated Profit and Loss Account
for the year ended 31 March 2000
                                   Notes      2000      1999
                                              £000      £000
                                                            
Turnover - continuing                       25,342    33,035
         - acquisitions                     51,670         -
                                            ______    ______
                                            77,012    33,035
                                                            
Less - share of joint ventures             (4,958)      (97)
  turnover
                                            ______    ______
Group turnover                         2    72,054    32,938
Cost of sales                          2  (31,664)   (8,356)
                                            ______    ______
Gross profit                           2    40,390    24,582
                                                            
Administrative expenses              4/5   (7,471)   (4,684)
Exceptional reorganisation             6   (1,373)         -
  costs
                                                            
                                            ______    ______
Operating profit - continuing               15,050    19,898
                 - acquisitions             16,496         -
                                                            
Group operating profit                      31,546    19,898
                                                            
Share of operating profit in                 2,532        97
  joint ventures
                                                            
Profit on sale of investment                 2,945     1,080
  properties
                                                            
Net interest payable                   7  (20,855)  (11,911)
                                                   
Profit on ordinary activities               16,168     9,164
  before taxation
                                                            
Tax on profit on ordinary              8   (2,845)   (1,107)
  activities
                                            ______    ______
Profit on ordinary activities               13,323     8,057
  after taxation
                                                            
Equity minority interests                    (466)     (176)
                                            ______    ______
Profit for the financial year               12,857     7,881
                                                            
Dividends                              9   (7,244)   (4,160)
                                            ______    ______
Retained profit for the                      5,613     3,721
financial year
                                            ======    ======
Earnings per share                    10                    
  - undiluted                                10.5p      8.7p
                                            ======    ======
  - diluted                                  10.4p      8.5p
                                            ======    ======
                                                            

Consolidated Statement of Total Recognised Gains and Losses
for the year ended 31 March 2000                                     
                                            Notes      2000      1999
                                                       £000      £000
                                                                     
Profit for the financial year                                        
  Group                                              11,419     7,814
  Joint ventures                                      1,438        67
                                                     ______    ______
                                                     12,857     7,881
Unrealised surplus on revaluation of           21                    
  investment properties
                                                                     
  Quintain properties                                37,162    33,311
  Chesterfield/English & Overseas                    10,930         -
  properties
                                                                     
Share of unrealised surplus on                                       
  revaluation of investment properties         21        45       342
  held in associate
                                                                     
Share of unrealised surplus on                                       
  revaluation of investment properties         21     2,394     1,392
  held in joint ventures
                                                                     
Tax on realisation of revaluation              21   (1,181)   (1,649)
  surplus
                                                                     
Currency translation movements                 21     (559)         -
                                                     ______    ______
                                                     61,648    41,277
                                                     ======    ======

Consolidated Note of Historical Cost Profits and Losses
for the year ended 31 March 2000                                     
                                                                     
                                            Notes      2000      1999
                                                       £000      £000
                                                                     
Profit on ordinary activities before                                 
  taxation                                           16,168     9,164
Realisation of property revaluation                                  
  gains of previous years                      21     6,708     7,219
                                                     ______    ______
Historical cost profit on ordinary                                   
  activities before taxation                         22,876    16,383
                                                     ======    ======
Historical cost profit for the year                                  
  retained after taxation, minority                                  
  interests and dividends                            11,140     9,291
                                                     ======    ======

Reconciliation of Movements in Equity Shareholders' Funds
for the year ended 31 March 2000                                     
                                            Notes      2000      1999
                                                       £000      £000
                                                                     
Profit for the financial year                        12,857     7,881
Dividends                                       9   (7,244)   (4,160)
                                                     ______    ______
                                                      5,613     3,721
                                                                     
Other recognised gains and losses                                    
  relating to the year                               48,791    33,396
Issue of shares less costs                           69,441     2,002
                                                    _______    ______
Net additions to equity shareholders'                                
   funds                                            123,845    39,119
                                                                     
Opening shareholders' funds                         189,962   150,843
                                                    _______   _______
Closing shareholders' funds                         313,807   189,962
                                                    =======   =======

Balance Sheets
as at 31 March 2000
                           Notes  Group                Company
                                       2000       1999      2000      1999
                                       £000       £000      £000      £000
Fixed assets                                                              
Investment properties         11    602,370    309,650         -         -
Other fixed assets            12        483        369       483       369
                                    _______    _______   _______   _______
Investment in joint                                                       
ventures:                     13                                          
  Share of gross assets              49,917      9,668         -         -
  Share of gross                                                          
  liabilities                      (23,132)      (119)         -         -
                                   ________    _______   _______   _______
                                                                          
                                     26,785      9,549         -         -
                                                                          
Investment in associate       13        463        342        76         -
                                                                          
Other fixed asset                                                         
  investments                 13         56          -   294,004   110,254
                                    _______    _______   _______   _______
                                                                          
                                    630,157    319,910   294,563   110,623
                                    _______    _______   _______   _______
                                                                          
Current assets
                                                                          
Stocks                               11,058      3,455         -         -
Debtors                       14     56,299      7,519     9,142    11,999
Short term investments        15      1,140          -         -         -
Cash at bank and in hand             53,019     19,869     1,292    14,582
                                     ______     ______      ____    ______
                                                                          
                                    121,516     30,843    10,434    26,581
                                                                          
Creditors:  amounts                                                       
  falling due within one                                                  
  year                        16  (202,523)   (21,217)  (71,030)   (7,223)
                                  _________   ________  ________   _______
Net current                                                      
  (liabilities) / assets           (81,007)      9,626  (60,596)    19,358
                                  _________  _________  ________   _______
                                                                          
Total assets less current                                                 
  liabilities                       549,150    329,536   233,967   129,981
                                                                          
Creditors: amounts                                                        
  falling due after more                                                  
  than one year               17  (228,470)  (135,313)  (30,992)   (3,008)
Provisions for                                                            
liabilities and charges       19    (2,101)    (1,186)         -         -
Equity minority interests           (4,772)    (3,075)         -         -
                                    _______    _______   _______   _______
                                                                          
Net assets                          313,807    189,962   202,975   126,973
                                                                
                                   ========    =======   =======   =======
                                                                          
Capital and reserves                                                      
Called up share capital       20     32,928     23,020    32,928    23,020
Share premium account         21     38,297     38,297    38,297    38,297
Merger reserve                21    106,062     46,529   106,062    46,529
Capital reserve               21      2,750      2,750         -         -
Revaluation reserve           21    102,446     58,623         -         -
Profit and loss account       21     31,324     20,743    25,688    19,127
                                    _______    _______   _______   _______
Equity shareholders'                                                      
  funds                             313,807    189,962   202,975   126,973
                                   ========    =======   =======   =======
Net asset value per share                                                 
                                                      
   Undiluted                  10       238p       206p
                                   ========    =======                    
   Diluted                    10       236p       202p                    
                                   ========    =======                    

Signed on behalf of the Board                   N G Ellis - Director
30 May 2000                                     A R Wyatt - Director

Consolidated Cash Flow Statement
For the year ended 31 March 2000                                 
                                      Notes       2000       1999
                                                  £000       £000
                                                                 
Net cash inflow from operating                                   
  activities                            25a     70,999     28,270
                                                ======     ======
Return on investments and servicing                              
  of finance
                                                                 
Interest received                                1,713        957
Interest paid                                 (20,874)   (13,526)
Issue costs of loans                           (3,349)    (1,889)
                                              ________   ________
                                                                 
Net cash outflow from return on               (22,510)   (14,458)
  investments and servicing of                                   
  finance                                     ========   ========
                                                                 
Corporation tax paid                           (1,426)    (2,304)
                                              ========   ========
Capital expenditure and financial                                
  investment
                                                                 
Purchase of tangible fixed assets             (49,495)   (34,951)
Proceeds from disposal of tangible                               
  fixed assets                                  64,073     52,173
Loans to joint ventures and                                      
  associate                                    (7,257)    (9,443)
                                               _______    _______
                                                                 
Net cash inflow from                             7,321      7,779
  capital expenditure and financial
  investment
                                              ========    =======
                                                                 
Acquisitions and disposals                                       
                                                                 
Proceeds from disposal of subsidiary             5,356          -
  companies
Net cash disposed of with subsidiary             (159)          -
  companies
Purchase of subsidiary companies             (112,945)          -
Net cash acquired with subsidiary               12,401          -
  companies                                    _______   ________
                                                                 
Net cash outflow from                         (95,347)          -
  acquisitions and disposals
                                              ========    =======
                                                                 
Equity dividends paid                          (5,396)    (3,643)
                                              ========    =======
Net cash (outflow) inflow before              (46,359)     15,644
  management of liquid resources and
  financing
                                              ========    =======
                                                                 
Management of liquid resources           15    (1,140)          -
                                              ========    =======
                                                                 
Financing                                                        

Issue of ordinary shares for cash                    -      2,000
Costs of share issues                            (913)          -
Loans drawn down                               196,466    109,992
Loan repayments                              (114,904)  (121,025)
Loans advanced by minority interests                 -      2,018
                                               _______    _______
Net cash inflow (outflow) from                                   
  financing                                     80,649    (7,015)
                                               =======    =======
Increase in cash                        25b     33,150      8,629
                                                ======      =====



MORE TO FOLLOW


FR PUUAAAUPUPGB