Result of Meeting

Reed International PLC
10 April 2002


              RESOLUTIONS OF A NON-ROUTINE NATURE PASSED AT THE
              ANNUAL GENERAL MEETING OF REED INTERNATIONAL P.L.C
                              HELD ON 9 APRIL 2002

ALLOTMENT OF SHARES

It was Resolved as an Ordinary Resolution that:

(a)    subject to and in accordance with Article 9 of the Company's current
       Articles of Association, the directors be authorised, pursuant to Section
       80 of the Companies Act 1985 (the 'Act'), to allot relevant securities
       having (or consisting of or giving the right to subscribe or convert into
       shares having) a nominal amount not exceeding in aggregate the amount of
       the authorised but unissued share capital of the Company at the passing
       of this resolution;

(b)    this authority shall expire (save as mentioned in the said Article) on
       the day five years after the passing of this resolution; and

(c)    all previous authorities under Section 80 of the Act shall henceforth
       cease to have effect.

DISAPPLICATION OF PRE-EMPTION RIGHTS

It was Resolved as a Special Resolution that:

(a)    subject to and in accordance with Article 10 of the Company's current
       Articles of Association, the directors be empowered, pursuant to Section
       95 of the Act, to allot equity securities for cash pursuant to the
       authority conferred by the previous resolution as if Section 89(1) of the
       Act did not apply to any such allotment provided that, for the purposes
       of the limitation of the said power referred to in Article 10, this power
       shall be limited to:

       (i)    the allotment of equity securities up to an aggregate nominal
              value of £7.9 million; and

       (ii)   the allotment (otherwise than pursuant to sub-paragraph (i) above)
              of equity securities pursuant to the terms of the Reed Elsevier
              plc share option schemes approved by the Company;

(b)    the date on which such power shall expire (save as mentioned in the said
       Article) shall be the date of the next Annual General Meeting of the
       Company after the passing of this resolution; and

(c)    all previous authorities under Section 95 of the Act shall henceforth
       cease to have effect.

AUTHORITY TO PURCHASE OWN SHARES

It was Resolved as a Special Resolution that, subject to and in accordance with
Article 49 of the Company's current Articles of Association, the Company is
hereby generally and unconditionally authorised to make market purchases (within
the meaning of Section 163(3) of the Act) of ordinary shares of 12.5p each in
the capital of the Company provided that:

(a)    the maximum aggregate number of ordinary shares hereby authorised to be
       purchased is 126.6 million;

(b)    the minimum price which may be paid for each ordinary share is 12.5p,
       which amount shall be exclusive of expenses;

(a)    the maximum price which may be paid for each ordinary share is an amount
       (exclusive of expenses) equal to 105% of the average of the middle market
       quotations for an ordinary share as derived from the London Stock
       Exchange Daily Official List for the five business days immediately
       preceding the day on which the ordinary share is purchased; and

(d)    the authority hereby conferred shall expire at the conclusion of the next
       Annual General Meeting of the Company or 9 July 2003, whichever is
       earlier (except in relation to the purchase of ordinary shares the
       contract for which was concluded before such date and which is executed
       wholly or partly after such date) unless such authority is renewed prior
       to such time.

AMENDMENT TO ARTICLES OF ASSOCIATION

It was Resolved as a Special Resolution that the draft regulations contained in
the printed document produced to the Meeting which, for the purpose of
identification, has been signed by the Chairman be and are hereby approved and
adopted as the Articles of Association of the company in substitution for and to
the exclusion of all existing Articles of Association.

CHANGE OF NAME

It was Resolved as a Special Resolution that, conditionally upon the
shareholders of Elsevier NV voting in shareholder meeting to change the name of
that company to Reed Elsevier NV, the name of Reed International P.L.C. be
changed to Reed Elsevier PLC.
 
I certify this to be a true copy
 
                                                              Deputy Secretary
 

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