Final Results

Worthington Group PLC
18 August 2000

WORTHINGTON GROUP PLC

PRELIMINARY ANNOUNCEMENT 

Results for the Year ended 31 March 2000

This has been a year of substantial change for the Group with much having been
achieved following the rationalisation programme which is now almost complete.
By December 2000 virtually all remaining borrowings are forecast to be
eliminated which means that approximately £20 million will have been repaid
since April 1999.  The burden of inherited debt was both a hindrance to the
ongoing business and also a major impediment to the policy of diversification
by introducing a new core business either by acquisition or reversal.  Our
main priority for the year was to put the Group on to a sound financial base
and the results when viewed in this context are considered satisfactory.

Except for one or two localised concerns, the main subsidiaries are profitable
and will produce a stream of earnings sufficient to cover both the general
running costs of the Group and more important, sustain improved dividend
payments to shareholders in the future.  In the meantime, as a sign of
confidence, your directors are recommending a final and total dividend of 0.1p
per share (1999:0.68p per share) which, if approved, will be paid on 6
November 2000 to shareholders on the register at the close of business on 6
October 2000.

The removal of this burden of debt and the accompanying high interest charges
were at the heart of the recovery plan.  Not surprisingly, exceptional costs
had to be incurred as a result of the disposals of subsidiaries, redundancies,
streamlining and cost reduction but were a necessary price to pay so that the
Group can go forward.

When reviewing the results shareholders should be aware that the ongoing
subsidiaries made a modest profit at the operating level, but the profit base
was too low to cover the high interest charges which inevitably led to an
overall loss.  In the main, the ongoing subsidiaries should continue to
perform satisfactorily and without the interest costs there should be a
recovery in earnings per share.

The reorganisation of these ongoing subsidiaries in the year incurred
exceptional expenditure of £390,000 as part of the cost reduction programme. 
This consisted of redundancy costs, stock write-downs and revaluation of
assets. A considerable amount of overhead has now been taken out of the system
and profitability should increase from now on.

During the year the businesses of B S Dollamore, Whitely Products, Ibex Ropes,
S Jerome & Sons, Kahan Bros, Kersen Trimmings, Louis Goldstein, Nottingham
Braid, A J Worthington and V M Thomas left the Group crystallising the
write-off of goodwill on acquisition.

Whitely and Ibex, which had always made a good profit contribution, had to be
sold as part of the recovery plan.  The other subsidiaries sold should now do
better in a different organisational context.  Discontinued operations
suffered an overall loss of £1.78 million before interest and could not be
carried.  In addition related interest charges of £970,000 further compounded
these losses.

Head Office was closed during the year and moved to Shipley, incurring a loss
on disposal of £299,000.  Now that the Shipley site has been sold it is
intended to move Head Office on to our site at Keighley at the end of August.

The figure of £9.93 million being the losses on disposal of discontinued
operations is the net figure after taking into account the book profit on the
sale of companies of £1.51 million.  The balance is made up as to £7.98
million of acquisition goodwill now written off, £3.17 million for the
accounting treatment of the closure of the Shipley site, with £290,000 for the
closure of the weaving section at Gardiners in Selkirk.

The subsidiaries which left the Group, to which I have already referred, when
originally acquired gave rise to £7.98 million of goodwill representing the
excess of the purchase price over their net assets.  This goodwill was written
off immediately to reserves in the Balance Sheet.  The accounting treatment
for these disposals means that this £7.98 million of goodwill has now to be
reflected through the Profit and Loss Account but in actual fact there is no
further diminution in reserves as a result of these transactions.

The Shipley site has been sold for £3.5 million, subject to planning
permission which should be granted later this year.  However, the accounting
treatment for this sale has meant that we have to provide £3.17 million for
the closure, but are unable to offset the potential profit from this sale
against this provision. The closure of the Shipley site and the in situ
worsted operation should be almost cash neutral on the Balance Sheet when all
the assets are liquidated, thus regaining this £3.17 million.

We announced a deeply discounted rights issue to raise further funds to reduce
borrowings and approximately 93% of shareholders took up their rights in full
and the new shares were quoted on the 18 January 2000.  The rights issue
raised £6.2 million after expenses.

The Worthington Group is now obviously much smaller and the downside risk and
exposure to the difficulties of the industry are correspondingly much
diminished.  The restoration of shareholder value can now commence in earnest
with the intention to effect a new direction entirely for the advancement of
the Group.  We shall be using strict acquisition criteria but in the meantime
we will continue to streamline the remaining operations and transfer
non-performing assets back into cash.

I look back over the year with satisfaction since we have achieved almost all
of our corporate targets during a period when trade was far from easy and the
work agenda in April 1999 stretched too far to be comfortable.  We now have
the task of moving the Group forward and given our improved situation it will
hopefully not be too long before we can reward the patience of shareholders.



Joe Dwek CBE
Executive Chairman

18 August 2000


Enquiries:

Worthington Group plc
Joe Dwek CBE, Chairman         Tel:  [phone]
John Taylor, Chief Executive   Tel:  [phone]


Worthington Group plc

Consolidated Profit & Loss Account
for the year ended 31 March 2000


                   

                    Existing            Exist-      Dis-                      
                  Operations   Excep-     ing  continued                      
                     (Before  tional   Opera-     Opera-                     
                Exceptionals)  Items    tions      tions       2000      1999
                       £'000   £'000    £'000      £'000      £'000     £'000

Turnover              26,466        -   26,466     25,832    52,298    45,001
Cost of sales        (20,500)    (110) (20,610)   (18,130)  (38,740)  (39,107)
                      ------   ------   ------     ------    ------    ------

Gross profit           5,966     (110)   5,856      7,702    13,558     5,894
Distribution costs    (2,507)       -   (2,507)    (3,176)   (5,683)   (7,181)
Administration
  expenses            (3,018)    (280)  (3,298)    (6,307)   (9,605)   (4,436)
                      ------   ------   ------     ------    ------    ------
                         441     (390)      51     (1,781)   (1,730)   (5,723)

Other operating 
  income                   -        -        -          -         -        36
                      ------   ------   ------     ------    ------    ------
Operating profit/
  (loss)                 441     (390)      51     (1,781)   (1,730)   (5,687)

Share of profits of
  associated undertaking  98        -       98          -         98        -
(Loss)/profit on dis-
  posal of fixed assets    -        -        -       (299)      (299)      134
Losses on disposal of
  discontinued operations  -        -        -     (9,930)    (9,930)        -
                      ------   ------   ------     ------     ------    ------
Profit/(loss) before
  interest               539     (390)     149    (12,010)   (11,861)  (5,553)

Net interest payable
 and similar items      (697)       -     (697)      (970)    (1,667)  (1,355)
                      ------   ------   ------     ------     ------    ------
(Loss) before tax-
  ation                 (158)    (390)    (548)   (12,980)   (13,528)  (6,908)
                      ------   ------   ------     ------     

Taxation                                                        (433)    (301)
                                                              ------    ------
(Loss) on ordinary
  activities after taxation                                  (13,961)  (7,209)

Dividends paid and proposed                                     (118)    (556)
                                                              ------    ------

Retained (loss) for the year                                 (14,079)  (7,765)
                                                              ------    ------
(loss) per share
-  before exception items 
   and disposals                                               (2.4p)   (1.3p)
                                                              ------    ------
                                                            
-  after exceptional items                                    (15.6p)  (10.0p)
                                                              ------    ------
-  diluted (loss) per share                                   (15.6p)  (10.0p)
                                                              ------    ------


Consolidated Balance Sheet
At 31 March 2000


                                             2000                   1999
                                       £'000      £'000        £'000     £'000

Fixed assets
Tangible assets                                   10,401                19,528
Negative goodwill                                   (72)                 (80)
Investments                               27                      27
Interest in associated 
  undertaking                            498        525            -       27
                                       -----     ------       ------    ------
                                                 10,854                 19,475

Current assets

Stock                                  4,868                 10,016
Debtors: amounts falling due 
  within one year                    10,222                 12,474
Debtors: amounts falling due after
  more than one year                   1,190                      -
Cash                                      16                     28
                                      ------                 ------
                                      16,296                 22,518

Creditors: amounts falling 
  due within one year                (19,587)               (29,256)        
                                      ------                 ------

Net current (liabilities)/assets                 (3,291)               (6,738)
                                                 ------                ------

Total assets less current liabilities             7,563                12,737

Creditors: amounts falling due
  after more than one year                         (734)               (6,040)
Provision for liabilities and
  charges                                             -                     -
                                                 ------                ------ 

Net assets                                        6,829                6,697
                                                 ------                ------ 
Capital and reserves
Called up share capital                          11,807                5,238
Share premium account                             9,836               16,219
Capital reserves                                    128                  128
Merger reserve                                     (713)                (713)
Revaluation reserve                                 737                  737
Profit and loss account                         (14,966)             (14,912)
                                                 ------                ------ 
Shareholders' funds                               6,829                6,697
                                                 ------                ------ 

Consolidated Cashflow Statement
for the year ended 31 March 2000


                                             2000                   1999
                                       £'000      £'000        £'000     £'000

Net cash (outflow)/inflow from
  operating activities                           (2,639)                 1,305

Returns on investments and servicing
  of finance:
Interest (paid)                       (1,468)                (1,185)
Interest element of finance lease
  rental (payments)                     (199)                  (170)
                                      ------                 ------

                                                 (1,667)               (1,355)

Taxation:
UK corporation tax, including
  advance corporation tax                          (333)                 (842)

Capital expenditure:
Purchase of tangible fixed assets
  (net of finance leases)             (1,029)                  (811)
Sale of tangible fixed assets          4,854                    393
                                      ------                 ------
                                                  3,825                  (418)

Acquisitions and disposals:
Purchase of subsidiary undertakings         -                   (554)
Overdrafts acquired with subsidiary         -                 (2,412)

Sale of subsidiary undertakings        6,074                       -
                                      ------                  ------

                                                  6,074                (2,966)

Equity dividends paid                              (556)               (1,275)
                                                 

Special dividend paid on acquisition                  -                  (207)
                                                 ------                ------
Net cash inflow/(outflow) before
  financing                                       4,704                (5,758)

Financing:
Issue of ordinary share capital
 (net of expenses)                     6,225                      7
                                                                   
Capital element of finance lease
  rental payments                     (1,430)                 (662)
Debt due within one year:
Increase in short term borrowings           -                  500
Repayment of short term 
  borrowings                            (656)                (1,200)
Debt due after more than one year:                 
New loan repayable 2008                     -                4,620
Repayments of long term borrowings    (4,329)               (3,803)
                                      ------                 ------

                                                    (190)               (538)

Increase/(decrease) in cash in the                 ------             ------
  period                                            4,514             (6,296)
                                                   ------             ------

Notes

1.  Accounts

    The results included within this Preliminary Announcement are extracted
    from the Annual Report and Financial Statements on which the auditors have
    given an unqualified report.

    Statutory accounts for 1999 have been delivered to the Registar of
    Companies on which the auditors have reported; their report was 
    unqualified and did not contain a statement under Sections 237(2) or
    (3) of the Companies Act 1985.

2.  Exceptional Items

                                                2000             1999
                                                £'000            £'000

Reassessment of net realisable value of 
  stocks                                         (110)          (3,429)

Provision for redundancies and severence
  payments                                       (190)               -

Provision against debtors and prepayments           -           (1,124)

Previous under-provision of liabilities             -             (522)

Provision for repayment of income tax
  in respect of the potential cancellation
  of profit related pay scheme                      -             (180)

Provision for diminution in value of plant        (90)            (150)

                                                 ----            -------
                                                 (390)           (5,405)
                                                 ----            -------

3.  Loss per Share

    The loss per share has been calculated using the weighted average number
    of shares in issue during the relevant financial periods.  The weighted
    average number of shares in issue during the year was 89,406,128 (1999:
    71,794,235) and the loss after exceptional items and taxation was
    £13,961,000 (1999: £7,209,000).  The loss before exceptional items after 
    taxation for the year was £2,118,000 (1999: £966,000).

    The diluted earnings per share are based on a weighted average number of
    shares during the year of 89,406,128 (1999: 71,876,589).
 
    The 1999 figures have been adjusted for the rights issue in January 2000.

4.  Dividends Payable


                                                2000             1999
                                                £'000            £'000

Interim dividend paid of nil per share
(1999: 1.065p on 52.387m shares)                   -              556

Final proposed dividend of 0.1p per share
on 118.070m shares (1999: nil)                   118                -
                                                ----             ----
                                                 118              556
                                                ----             ----
5.  Taxation

    The taxation charge for the year represented an under-provision for tax
    in prior years.

6.  Reconciliation of Operating Loss to Net Cash Outflow
    from Operating Activities


                                                2000             1999
                                                £'000            £'000

Operating loss                                  (1340)           (282)

Closure costs                                   (3459)              -

Depreciation and amortisation of goodwill        2132            1512

Exceptional costs                                (390)              -

Decrease in stocks                               2600             877

Decrease in debtors                               230             267

Decrease in creditors                           (2412)          (1069)
                                                 ----            ----
Net cash outflow from operating activities      (2639)           1305
                                                 ----            ----


Copies of the Annual Report

Copies of the Annual report will be distributed when available and may then be
obtained from the Company's Head Office:

Chatsworth Works
Dalton Lane
Keighley
West Yorkshire
BD21 4HR