Financial Express (Holdings) Limited (“we”, “our”, “us” and derivatives) are committed to protecting and respecting your privacy. This Privacy Policy, together with our Terms of Use, sets out the basis on which any personal data that we collect from you, or that you provide to us, will be processed by us relating to your use of any of the below websites (“sites”).

  • FEAnalytics.com
  • FEInvest.net
  • FETransmission.com
  • Investegate.co.uk
  • Trustnet.hk
  • Trustnetoffshore.com
  • Trustnetmiddleeast.com

For the purposes of the Data Protection Act 1998, the data controller is Trustnet Limited of 2nd Floor, Golden House, 30 Great Pulteney Street, London, W1F 9NN. Our nominated representative for the purpose of this Act is Kirsty Witter.

WHAT INFORMATION DO WE COLLECT ABOUT YOU?

We collect information about you when you register with us or use any of our websites / services. Part of the registration process may include entering personal details & details of your investments.

We may collect information about your computer, including where available your operating system, browser version, domain name and IP address and details of the website that you came from, in order to improve this site.

You confirm that all information you supply is accurate.

COOKIES

In order to provide personalised services to and analyse site traffic, we may use a cookie file which is stored on your browser or the hard drive of your computer. Some of the cookies we use are essential for the sites to operate and may be used to deliver you different content, depending on the type of investor you are.

You can block cookies by activating the setting on your browser which allows you to refuse the setting of all or some cookies. However, if you use your browser settings to block all cookies (including essential cookies) you may not be able to access all or part of our sites. Unless you have adjusted your browser setting so that it will refuse cookies, our system will issue cookies as soon as you visit our sites.

HOW WE USE INFORMATION

We store and use information you provide as follows:

  • to present content effectively;
  • to provide you with information, products or services that you request from us or which may interest you, tailored to your specific interests, where you have consented to be contacted for such purposes;
  • to carry out our obligations arising from any contracts between you and us;
  • to enable you to participate in interactive features of our service, when you choose to do so;
  • to notify you about changes to our service;
  • to improve our content by tracking group information that describes the habits, usage, patterns and demographics of our customers.

We may also send you emails to provide information and keep you up to date with developments on our sites. It is our policy to have instructions on how to unsubscribe so that you will not receive any future e-mails. You can change your e-mail address at any time.

In order to provide support on the usage of our tools, our support team need access to all information provided in relation to the tool.

We will not disclose your name, email address or postal address or any data that could identify you to any third party without first receiving your permission.

However, you agree that we may disclose to any regulatory authority to which we are subject and to any investment exchange on which we may deal or to its related clearing house (or to investigators, inspectors or agents appointed by them), or to any person empowered to require such information by or under any legal enactment, any information they may request or require relating to you, or if relevant, any of your clients.

You agree that we may pass on information obtained under Money Laundering legislation as we consider necessary to comply with reporting requirements under such legislation.

ACCESS TO YOUR INFORMATION AND CORRECTION

We want to ensure that the personal information we hold about you is accurate and up to date. You may ask us to correct or remove information that is inaccurate.

You have the right under data protection legislation to access information held about you. If you wish to receive a copy of any personal information we hold, please write to us at 3rd Floor, Hollywood House, Church Street East, Woking, GU21 6HJ. Any access request may be subject to a fee of £10 to meet our costs in providing you with details of the information we hold about you.

WHERE WE STORE YOUR PERSONAL DATA

The data that we collect from you may be transferred to, and stored at, a destination outside the European Economic Area (“EEA”). It may be processed by staff operating outside the EEA who work for us or for one of our suppliers. Such staff may be engaged in, amongst other things, the provision of support services. By submitting your personal data, you agree to this transfer, storing and processing. We will take all steps reasonably necessary, including the use of encryption, to ensure that your data is treated securely and in accordance with this privacy policy.

Unfortunately, the transmission of information via the internet is not completely secure. Although we will do our best to protect your personal data, we cannot guarantee the security of your data transmitted to our sites; any transmission is at your own risk. You will not hold us responsible for any breach of security unless we have been negligent or in wilful default.

CHANGES TO OUR PRIVACY POLICY

Any changes we make to our privacy policy in the future will be posted on this page and, where appropriate, notified to you by e-mail.

OTHER WEBSITES

Our sites contain links to other websites. If you follow a link to any of these websites, please note that these websites have their own privacy policies and that we do not accept any responsibility or liability for these policies. Please check these policies before you submit any personal data to these websites.

CONTACT

If you want more information or have any questions or comments relating to our privacy policy please email publishing@financialexpress.net in the first instance.

 Information  X 
Enter a valid email address

O2 PLC (OOM)

  Print      Mail a friend

Monday 14 November, 2005

O2 PLC

Interim Results

O2 PLC
14 November 2005


            INTERIM RESULTS FOR THE 6 MONTHS ENDED 30 SEPTEMBER 2005

Released: 14 November 2005

-       First-half performance (1):

   • Customer base grew 17% to 25.7 million (2004: 22.0 million)
   • Group turnover grew 12% to £3,615 million (2004: £3,227 million)
   • EBITDA grew 15% to £975 million (2004: £850 million)
   • Group operating profit(2) increased to £463 million (2004: £400 million)

-       Basic earnings per share increased to 4.0 pence (2004: 3.9 pence)
-       Underlying earnings per share(2) increased to 5.4 pence (2004: 4.5
        pence)
-       Group net cash balance £141 million (2004: net debt £237 million)
-       Interim dividend 1.54 pence

(1) Comparative period is 6 months ended 30 September 2004. (2) Before UMTS
licence amortisation and exceptional items.

Sir David Arculus, Chairman of O2 plc, commented:
"The first half saw another good performance across the group, with strong
growth in revenue, EBITDA and operating profit(1). Over the last year group cash
flow has strengthened, and underlying earnings have increased by 21%. The Board
is pleased to confirm that we will pay an interim dividend of 1.54 pence on 2
December."

Financial highlights
                                Six months    Six months   Year ended 31 March
                                     ended         ended                  2005
                             30 Sept. 2005 30 Sept. 2004
                                       £m             £m                    £m
----------------------------    ---------      ---------             ---------
Turnover                            3,615          3,227                 6,575
EBITDA                                975            850                 1,760
Operating profit before
UMTS licence amortisation
and exceptional items                 463            400                   747
Profit before taxation                357            339                   500
Basic earnings per share
(pence)                               4.0            3.9                   5.7
Underlying earnings per
share (pence)(1)                      5.4            4.5                   8.4
----------------------------    ---------      ---------             ---------
Dividend per share (pence)           1.54              -                  2.25
----------------------------    ---------      ---------             ---------
Net cash/(debt)                       141           (237)                  (79)
----------------------------    ---------      ---------             ---------

(1) Before UMTS licence amortisation and exceptional items.

Peter Erskine, Chief Executive of O2 plc, commented:
"Despite intense competition in all our markets, in the first half the group
delivered 17% growth in the customer base, 12% growth in revenues, 15% growth in
EBITDA and 16% growth in operating profit before UMTS licence amortisation and
exceptional items.

All our mobile businesses delivered strong, high quality customer growth in the
first half. In the UK, our customer plan was successful in both retaining
existing customers and acquiring new customers. The recent launch of i-mode,
along with the opening of our new call centre in Glasgow, will help us continue
to differentiate our brand and service.

In Germany, we are seeing continued strong growth in a competitive market. We
added almost 1 million customers in the first half, 41% ahead of last year,
driven by our strong brand, new propositions and tariffs, and our Tchibo Mobile
joint venture.

O2 Airwave is now a valuable cash generator for the group, and in the first half
secured the contract for the English Ambulance Trusts. More recently, O2 Airwave
has won the National Fallback Service (NFS) contract, and has also just been
selected as the preferred bidder for the nationwide Fire and Rescue Service
contract. O2 Airwave continues to bid for additional contracts with new and
existing customers."

Performance highlights - First Half (1)

O2 UK

   • Total customer base grew by 8.9% to 15.09 million
   • Service revenue grew by 3.5% to £1,848 million
   • EBITDA grew by 2.9% to £598 million
   • EBITDA margin 28.5% (2004: 29.4%)

O2 Germany

   • Total customer base grew by 34% to 8.95 million
   • At constant exchange rates, service revenue grew by 23%
   • EBITDA grew by 51% to £246 million
   • EBITDA margin increased to 22.8% (2004: 18.6%)

O2 Ireland

   • Total customer base grew by 10.2% to 1.57 million
   • At constant exchange rates, service revenue grew by 12.5%
   • EBITDA grew by 14.2% to £121 million
   • EBITDA margin 37.5% (2004: 37.9%)

O2 Airwave

   • Revenue grew to £103 million (2004 : £76 million)
   • EBITDA grew to £40 million (2004 : £24 million)

(1) Comparative period: 6 months ended 30 September 2004.

SUMMARY FINANCIAL DATA

Turnover

                             Six months ended    Six months ended   Year ended
                            30 September 2005   30 September 2004     31 March
                                                                          2005
                                           £m                  £m           £m
--------------------------           --------            --------     --------
O2 UK                                   2,097               1,979        3,922
O2 Germany                              1,079                 877        1,865
O2 Ireland                                323                 280          585
Airwave                                   103                  76          169
Manx                                       28                  25           53
Eliminations                              (15)                (10)         (19)
--------------------------           --------            --------     --------
Group total                             3,615               3,227        6,575
--------------------------           --------            --------     --------

EBITDA

                             Six months ended    Six months ended   Year ended
                            30 September 2005   30 September 2004     31 March
                                                                          2005
                                           £m                  £m           £m
--------------------------           --------            --------     --------
O2 UK                                     598                 581        1,183
O2 Germany                                246                 163          340
O2 Ireland                                121                 106          223
Airwave                                    40                  24           72
Manx                                       12                  11           24
Central resources                         (42)                (35)         (82)
--------------------------           --------            --------     --------
Group total                               975                 850        1,760
--------------------------           --------            --------     --------

Operating profit/(loss)

                                Six months ended   Six months ended Year ended
                               30 September 2005  30 September 2004   31 March
                                                                          2005
                                             £m                 £m          £m
------------------------------          -------           --------    --------
O2 UK                                       344                341         623
O2 Germany                                   57                 16          19
O2 Ireland                                   87                 74         158
Airwave                                       9                  2          19
Manx                                          8                  8          16
Central resources                           (42)               (41)        (88)
------------------------------          -------           --------    --------
Operating profit before
UMTS licence amortisation
and exceptional items                       463                400         747
UMTS licence amortisation                  (118)               (50)       (169)
Exceptional items                             -                  -         (45)
------------------------------          -------           --------    --------
Group operating profit                      345                350         533
Share of result of joint
ventures and associates                       -                 (4)         (3)
Costs of capital
reorganisation                                -                  -         (20)
Net financial income/(expense)               12                 (7)        (10)
Tax                                          (7)                (3)         (7)
------------------------------          -------           --------    --------
Profit for the period                       350                336         493
------------------------------          -------           --------    --------
Basic earnings per share
(pence)                                     4.0                3.9         5.7
------------------------------          -------           --------    --------
Underlying earnings per
share (pence)                               5.4                4.5         8.4
------------------------------          -------           --------    --------




Capital expenditure

                              Six months ended   Six months ended   Year ended
                             30 September 2005  30 September 2004     31 March
                                                                          2005
Continuing operations                       £m                 £m           £m
-----------------------------         --------           --------     --------
O2 UK                                      234                292          638
O2 Germany                                 340                130          388
O2 Ireland                                  55                 42          100
Airwave                                     20                128          218
Manx                                         4                  4           10
Central resources                            -                  3            4
-----------------------------         --------           --------     --------
Group total excluding
German network sharing
agreement                                  653                599        1,358
German network sharing
agreement                                    -                 57           57
-----------------------------         --------           --------     --------
Group total                                653                656        1,415
-----------------------------         --------           --------     --------

GROUP FINANCIAL RESULTS

Income statement

Group turnover grew by 12% to £3,615 million, driven by continued strong
customer growth in the Group's three mobile businesses, and by higher Airwave
revenue. EBITDA grew by 14.7% to £975 million, and the Group EBITDA margin
increased to 27.0% from 26.3% in the first half last year.

Operating profit before UMTS licence amortisation and exceptional items grew by
16% to £463 million. UMTS licence amortisation of £118 million was charged,
compared to £50 million in the same period last year. This reflected the
provision of UMTS services in Germany and the UK for the whole of the period,
and a £1 million charge in O2 Ireland, which launched UMTS services towards the
end of the first half.

There were no exceptional charges in the first half. The Group's share of the
operating results of its joint ventures and associates in the first half was
nil, compared to a loss of £4 million in the first half last year. This mainly
reflected both Tesco Mobile and Tchibo Mobile moving towards break-even at the
operating level.

The Group's net financial income was £12 million, compared to an expense of £7
million in the first half last year. This reflected the fall in net debt and the
Group continuing to benefit from the difference between Euro and Sterling
interest rates.

Profit before tax was £357 million in the first half, compared to £339 million
in the same period last year. The tax charge was £7 million. Basic earnings per
share in the half-year was 4.0 pence, compared to 3.9 pence for the first half
last year. Underlying earnings per share, before UMTS licence amortisation and
exceptional items, grew to 5.4 pence, from 4.5 pence in the same period last
year. The Group will pay an interim dividend of 1.54 pence per share on 2
December 2005, totalling £135 million.

Capital expenditure and net cash

Group capital expenditure in the half-year was £653 million, compared to £656
million last year. Substantially higher UMTS network investment in Germany was
offset by a reduction in Airwave capital expenditure, due to completion of the
network roll-out, a reduction in UK capital expenditure on both the GPRS and
UMTS networks, and the absence of further payments in respect of the network
sharing agreement in Germany.

Group net cash at the end of the half-year was £141 million, compared to group
net debt of £79 million at the start of the year, and of £237 million at the
same time last year.

BUSINESS REVIEW

O2 UK

Interim results

In the first half O2 UK delivered continued strong growth, with net service
revenue increasing by 3.5% year-on-year to £1,848 million. The underlying growth
rate, excluding the impact of the 30% termination rate cut in September 2004 and
the loss of the BT corporate contract, was approximately 10%. Total revenue was
£2,097 million, 6% ahead of the first half last year.

Revenue growth was driven by the increase in customer numbers, comprising both
higher acquisition of new customers and improved customer retention. O2 UK added
702,000 net new customers in the first half, taking the total active base to
15.086 million. This excludes Tesco Mobile's base of over 750,000 pre-pay
customers at the end of September. Contract customers comprised 45% of the
growth in subscribers in the first half, and accounted for 35% of the total base
at the end of the period.

In April O2 UK launched its "O2 Rewards" retention programmes, offering prepay
customers 10% of top-ups back every 3 months, and contract customers 50% extra
minutes and texts. In the business market, O2's "Best for Business Unlimited"
proposition built on the success of the unbundled "Best for Business" tariff by
offering unlimited free on-net calls. These retention programmes started to have
an impact on customer churn, with 12-month rolling contract churn falling to 30%
at the end of the half year, from 31% at the start of the year. Pre-pay churn
was 34% at the end of the half year, down from 37% at the start of the year.

EBITDA increased by 3% to £598 million. The EBITDA margin was 28.5%, down from
29.4% in the first half last year, reflecting the higher growth in the customer
base compared to the same period last year.

Capital expenditure was £234 million in the first half, compared to £292 million
in the previous year. This mainly reflected a reduction in expenditure on both
the UMTS network, as the population coverage approached the target of 50%, and
the GPRS network, which in the first half last year had included a network
upgrade.

Second quarter key performance indicators
A total of 470,000 net new customers were added in the quarter, comprising
210,000 contract and 260,000 pre-pay customers. Blended ARPU was flat
quarter-on-quarter, at £271. Contract ARPU increased £1 from the previous
quarter to £524, and pre-pay ARPU remained flat quarter-on-quarter, at £137.

O2's own channels continued to grow in importance, accounting for 55% of gross
sales in the quarter, compared to 48% a year ago. Mobile data accounted for
27.8% of service revenues. Data ARPU increased by £3 quarter-on-quarter to £75.
The number of text messages grew by 6.2% to 3.44 billion and the number of
non-SMS data users grew by 12.6% to 6.73 million, representing 45% of the total
base.

O2 Germany

Interim results

O2 Germany continued to deliver strong growth in the first half, with service
revenue up 23% at constant exchange rates, to €1,451 million (2004: €1,184
million). Total revenue was £1,079 million (2004: £877 million). First half
EBITDA was £246 million, 51% ahead of last year (2004: £163 million), and the
EBITDA margin increased to 22.8%, from 18.6% in the first half of last year.
Operating profit before UMTS licence amortisation and exceptional items was £57
million, compared to £16 million in the first half last year.

Revenue growth was driven by strong net customer additions, with 970,000
customers added in the first half, compared with 687,000 in the same period last
year. At the end of September the customer base stood at 8.95 million, compared
to 6.67 million at the same time last year. In early October the customer base
exceeded 9 million for the first time. Contract customers comprised 52% of the
base at the end of the first half, down from 58% at the same time last year,
partly reflecting the rapid growth in pre-pay customers acquired through Tchibo
Mobile, which totalled 439,000 at the end of September.

Blended ARPU fell by €22 to €349, compared to €371 at the same time last year.
This reflected both the approximately 17% cut in termination rates in December
2004 and the changing mix of the customer base. Contract ARPU was €523, compared
to €540 at the same time last year. Prepay ARPU was flat year-on-year at €138.

Capital expenditure in the first half was £340 million, an increase of £210
million over the same period last year (excluding the payment of £57 million in
the first half of last year in respect of the network sharing agreement),
reflecting the rapid pace of the UMTS rollout in the first half to meet the
licence requirement for 50% population coverage by the end of December 2005.

Second quarter key performance indicators
A total of 558,000 net customers were added during the quarter, of which 192,000
were contract customers. Blended ARPU fell €7 quarter-on-quarter, with contract
ARPU down €4, and prepay ARPU down €1. Data ARPU was steady at €79, with data
representing 22% of total service revenue.

O2 Ireland

Interim results

In the first half O2 Ireland's service revenue grew by 12.5% at constant
exchange rates, to €451 million. Total revenue was £323 million, compared to
£280 million last year. EBITDA in the first half was £121 million, £15 million
higher than the first half last year, and the EBITDA margin was 37.5%, compared
to 37.9% in the first half last year. Operating profit before UMTS licence
amortisation and exceptional items was £87 million, compared to £74 million in
the first half last year.

The drivers of growth were both new customer acquisitions, and increasing ARPU.
The customer base grew by 10.2% year-on-year to 1.570 million, of which 26.9%
were contract customers. Blended ARPU grew by 2.1% to €572, with contract ARPU
up by €77 to €1,155 and pre-pay ARPU broadly flat at €359. This growth was
driven by both voice and data, with average minutes of use per customer
increasing to 215 per month, from 203 at the same time last year, and data ARPU
6% higher at €126.

Second quarter key performance indicators

A total of 40,000 net new customers were added in the quarter, of which 11,000
were contract customers. Second quarter blended ARPU was €572, compared to €571
in the first quarter. Contract ARPU grew by €6 quarter-on-quarter, to €1,155,
and pre-pay ARPU improved to €359, from €357 in the first quarter. Data ARPU was
€126, which was €5 higher than in the first quarter. The volume of text messages
was broadly flat quarter-on-quarter, as was data as a proportion of service
revenue, at 22.0%.

O2 Airwave

During the first half Airwave won the contract to supply a secure communications
service to the English Ambulance Trusts, with revenue of £390 million over 13
years. At the end of October, Airwave also won the contract to supply a National
Fallback Service, which will provide enhanced levels of operational resilience
to the Airwave network. This brought the total revenue over the life of the new
contracts won in the year to date to £750 million. On 11 November Airwave was
successful in its bid to equip all Fire and Rescue Services across England with
a new resilient and secure voice and data communications service. Airwave will
now work with the customer to conclude the terms of the final contract, which is
expected to be awarded before the end of the year.

Revenue in the first half increased to £103 million, from £76 million last year.
EBITDA was £40 million, compared to £24 million in the same period last year,
and Airwave delivered an operating profit of £9 million, up from £2 million in
the first half last year. With the network roll-out complete and service
delivered to all of Britain's 51 police forces, plus the British Transport
Police, the police contract is now at its full run rate.

Capital expenditure in the first half was £20 million, compared to £128 million
last year, the reduction reflecting completion of the network roll-out, and a
pause in the investment programme in advance of new contracts subsequently being
awarded.

O2 Airwave has been short-listed for the contracts to supply communications
services to the Scottish and Welsh Ambulance trusts, and is also bidding for a
number of other contracts with new and existing customers.

OUTLOOK STATEMENT

Year ending 31 March 2006:

   • O2 UK

O2 UK's net service revenue growth for the full year is expected to be in the
6-9% range. The full-year EBITDA margin is expected to be broadly stable.

   • O2 Germany

Further strong service revenue growth is expected for the full year. The
full-year EBITDA margin is expected to be in the low-twenties percent.

   • O2 Ireland

O2 Ireland continued to trade well in the first half, and for the full-year is
expected to deliver further service revenue growth and a broadly stable EBITDA
margin.

   • Capital expenditure

Capital expenditure for the full-year is expected to be in the range £1.4 - £1.5
billion, with the increase on last year mainly due to additional Airwave
investment required to deliver further revenue-generating services to both new
and existing customers.

The outlook statement provided above can be interpreted under Rule 28 of the
Takeover Code as a forecast that full year Group EBITDA for the financial year
ending 31 March 2006 will be higher than for the financial year ended 31 March
2005. Accordingly, this has been reported on for the purposes of Rule 28 of the
Takeover Code and investors are referred to Appendix 2 to this announcement for
full details.

Cautionary statement Regarding Forward-Looking Statements

This document contains certain forward-looking statements. We may also make
written or oral forward-looking statements in:

-        our annual report and accounts and half-yearly reports;
-        our press releases and other written materials; and
-        oral statements made by our officers, directors or employees to third
         parties.

We have based these forward-looking statements on our current plans,
expectations and projections about future events. These forward-looking
statements are subject to risks, uncertainties and assumptions about us.
Forward-looking statements speak only as of the date they are made.

Statements that are not historical facts, including statements about our beliefs
and expectations are forward-looking statements. Words like "believe,"
"anticipate," "expect," "intend," "seek," "will," "plan," "could," "may,"
"might," "project," "goal," "target" and similar expressions often identify
forward-looking statements but are not the only ways we identify these
statements.

These statements may be found in this document generally. Our actual results
could differ materially from those anticipated in these forward-looking
statements as a result of various factors, including all the risks discussed in
the above-mentioned sections.

If any one or more of the foregoing assumptions are ultimately incorrect, our
actual results may differ from our expectations based on these assumptions.
Also, the sector and markets in which we operate may not grow over the next
several years as expected, or at all. The failure of these markets to grow as
expected may have a material adverse effect on our business, operating results
and financial condition and the market price of our ordinary shares.

The information on our web site, any web site mentioned in this document or any
web site directly or indirectly linked to our or any other web site mentioned in
this document is not incorporated by reference into this document and you should
not rely on it.

Interim statement for the six months ended 30 September 2005

Consolidated income statement
Six months ended 30 September 2005 (unaudited)

                            Note        Six months        Six months      Year
                                             ended             ended     ended
                                      30 September      30 September  31 March
                                              2005              2004      2005
                                                £m                £m        £m
--------------------------- ----          --------          --------  --------
Revenue                        2             3,615             3,227     6,575
Cost of sales                               (2,073)           (1,786)   (3,691)
--------------------------- ----          --------          --------  --------
Gross profit                                 1,542             1,441     2,884

Administrative expenses                     (1,197)           (1,091)   (2,351)

EBITDA1                                        975               850     1,760
Depreciation before
exceptional items                             (361)             (324)     (760)
UMTS licences amortisation                    (118)              (50)     (169)
Other amortisation                            (151)             (126)     (253)
Exceptional items              3                 -                 -       (45)
--------------------------- ----          --------          --------  --------
Operating profit               2               345               350       533

Share of result of joint
ventures and associates                          -                (4)       (3)
Costs of capital
reorganisation                 3                 -                 -       (20)
Financial income               4                44                26        63
Financial expense              4               (32)              (33)      (73)
--------------------------- ----          --------          --------  --------
Profit before taxation                         357               339       500
Taxation                       5                (7)               (3)       (7)
--------------------------- ----          --------          --------  --------
Profit for the period
attributable to equity
shareholders                                   350               336       493
--------------------------- ----          --------          --------  --------

Basic earnings per share
(pence)                        7               4.0               3.9       5.7
--------------------------- ----          --------          --------  --------
Diluted earnings per share
(pence)                        7               4.0               3.8       5.6
--------------------------- ----          --------          --------  --------

Dividends (£m) - paid          6              (197)                -         -
Dividend per share (pence)     6              2.25                 -         -
--------------------------- ----          --------          --------  --------
Dividends (£m) - proposed      6              (135)                -         -
Dividend per share (pence)     6              1.54                 -         -
--------------------------- ----          --------          --------  --------

Consolidated statement of recognised income and expense
Six months ended 30 September 2005 (unaudited)

                                  Note    Six months    Six months       Year
                                               ended         ended      ended
                                        30 September  30 September   31 March
                                                2005          2004       2005
                                                  £m            £m         £m
---------------------------       ----      --------      --------   --------
Exchange differences on
translation of foreign 
operations                                       (28)          125        122
Net investment hedges                             15           (54)       (54)
Actuarial losses on defined
benefit plans                                      -             -        (19)
Deferred tax on amounts
recognised in reserves                            39             -          -
---------------------------       ----      --------      --------   --------
Net income recognised directly 
in reserves                                       26            71         49
Profit for the period
attributable                                     350           336        493
to equity shareholders            
---------------------------       ----      --------      --------   --------
Total recognised income relating
to the period                        9           376           407        542
---------------------------       ----      --------      --------   --------

1EBITDA is earnings before interest, tax, depreciation, amortisation and
exceptional items, excluding the Group's share of operating profits and losses
of its joint ventures and associates.

Consolidated balance sheet
As at 30 September 2005 (unaudited)

                           Note      30 September      30 September  31 March
                                             2005              2004      2005
                                               £m                £m        £m
-------------------------- ----          --------          --------  --------
Assets
Non-current assets
Property, plant and
equipment                                   4,038             3,645     3,843
Goodwill                                    3,207             3,212     3,211
Other intangible assets                     4,429             4,757     4,627
Derivative financial
instruments                                    17                23        21
Investments in joint
ventures and associates                         -                 4         2
-------------------------- ----          --------          --------  --------
                                           11,691            11,641    11,704
-------------------------- ----          --------          --------  --------
Current assets
Inventory                                     106               108        87
Trade and other
receivables                                 1,085             1,119     1,029
Derivative financial
instruments                                    28                25        28
Other financial assets                        348               350       317
Cash and cash
equivalents                                 1,206               843     1,009
-------------------------- ----          --------          --------  --------
                                            2,773             2,445     2,470
-------------------------- ----          --------          --------  --------
Current liabilities
Borrowings                                    (94)             (105)      (71)
Derivative financial
instruments                                     -               (24)        -
Trade and other payables                   (1,879)           (1,799)   (1,766)
Current tax liabilities                       (15)              (12)       (7)
Provisions                                     (5)              (17)       (9)
-------------------------- ----          --------          --------  --------
                                           (1,993)           (1,957)   (1,853)
-------------------------- ----          --------          --------  --------
Net current assets                            780               488       617
-------------------------- ----          --------          --------  --------
Total assets less
current liabilities                        12,471            12,129    12,321
-------------------------- ----          --------          --------  --------
Non-current liabilities
Borrowings                                 (1,385)           (1,399)   (1,370)
Retirement benefit
obligations                                  (125)             (105)     (126)
Trade and other payables                      (45)              (37)      (45)
Deferred tax liabilities                     (447)             (492)     (489)
Provisions                                    (60)              (50)      (96)
-------------------------- ----          --------          --------  --------
                                           (2,062)           (2,083)   (2,126)
-------------------------- ----          --------          --------  --------
Net assets                                 10,409            10,046    10,195
-------------------------- ----          --------          --------  --------

Equity
Ordinary share capital        9                 9                 9         9
Share premium                 9               405                 4       375
Other reserves                9             2,548            10,511     2,912
Retained earnings             9             7,447              (478)    6,899
-------------------------- ----          --------          --------  --------
Total equity                               10,409            10,046    10,195
-------------------------- ----          --------          --------  --------

Consolidated cash flow statement
Six months ended 30 September 2005 (unaudited)

                                         Six months     Six months       Year
                                              ended          ended      ended
                                       30 September   30 September   31 March
                                               2005           2004       2005
                                                 £m             £m         £m
-------------------------------            --------       --------   --------
Operating profit                                345            350        533
Depreciation and amortisation charges           630            500      1,188
Loss on disposal of non-current
assets                                            2              -          2
Increase in inventory                           (19)           (23)        (2)
Increase in trade and other
receivables                                     (58)          (169)       (80)
Increase in trade and other payables            114            154         97
(Decrease)/increase in provisions               (41)           (28)         9
Income taxes paid                                (2)            (4)       (15)
Other non-cash movements                          7              3          8
-------------------------------            --------       --------   --------
Net cash from operating activities              978            783      1,740
Net cash used in investing activities          (650)          (616)    (1,328)
Net cash (used in)/from financing
activities                                     (132)             1        (76)
-------------------------------            --------       --------   --------
Net increase in cash and cash
equivalents                                     196            168        336
Cash and cash equivalents at start 
of period                                     1,009            668        668
Exchange gains on cash and cash
equivalents                                       1              7          5
-------------------------------            --------       --------   --------
Cash and cash equivalents at end 
of period                                     1,206            843      1,009
-------------------------------            --------       --------   --------

Consolidated net debt
As at 30 September 2005 (unaudited)

                                Note   30 September   30 September   31 March
                                               2005           2004       2005
                                                 £m             £m         £m
---------------------------     ----       --------       --------   --------

Cash and cash equivalents          8          1,206            843      1,009
Other financial assets             8            348            350        317
---------------------------     ----       --------       --------   --------
                                              1,554          1,193      1,326
Euro medium-term notes (net of
issue costs)                       8         (1,070)        (1,080)    (1,078)
Non-current derivative
financial instruments              8             17             23         21
Obligations under finance
leases and hire purchase
contracts                          8           (329)          (333)      (308)
Other loans and borrowings         8            (31)           (40)       (40)
---------------------------     ----       --------       --------   --------
Net cash/(debt)                                 141           (237)       (79)
---------------------------     ----       --------       --------   --------

1.                  Basis of preparation

Interim statement

These financial statements are the unaudited interim financial statements (the
"interim statement") of the O2 plc Group ("the Group") and do not constitute
statutory financial statements within the meaning of Section 240 of the
Companies Act 1985. The interim statement has been reviewed by the auditors
whose report is reproduced on page 18. The interim statement for the six months
ended 30 September 2005 was approved by the Directors on 13 November 2005.

The Group is required, under European Union Regulation No. 1606/2002, to adopt
International Financial Reporting Standards ("IFRS") as its primary basis of
accounting for the year ending 31 March 2006 in place of UK Generally Accepted
Accounting Principles ("UK GAAP"). Up to and including 31 March 2005, the Group
has prepared and presented its financial statements in accordance with UK GAAP.

Accordingly, this interim statement has been prepared on the basis of and in
accordance with the accounting policies published in the Group's press release
"O2 plc adopts International Financial Reporting Standards" dated 20 July 2005
which is available on the Group's website (www.o2.com). These comprise the
accounting policies expected to be applied in the Group's first IFRS financial
statements for the year ended 31 March 2006, which will be prepared in
accordance with the accounting standards and interpretations adopted for use in
the European Union effective at that date.

The comparative figures included in this interim statement in respect of the six
months ended 30 September 2004 and year ended 31 March 2005 have been restated
to reflect the adoption of IFRS and reconciliations of the primary statements
from UK GAAP to IFRS are also contained in the press release published on 20
July 2005.

The interim statement is based on all current IFRSs including International
Accounting Standards ("IAS") and interpretations issued by the International
Accounting Standards Board ("IASB") and its committees. The European Union has
endorsed most IFRSs. The amendment to IAS 19 "Employee Benefits - Actuarial
Gains and Losses, Group Plans and Disclosures", which the Group has elected to
apply, has not yet been endorsed. In addition, the EU has adopted an amended
version of IAS 39 "Financial Instruments: Recognition and Measurement" which
excludes certain requirements arising on the fair value option for financial
liabilities and certain aspects of hedge accounting. The Group has assumed the
EU will endorse the amended IAS 19 in the preparation of the IFRS interim
statement. The sections excluded from the EU endorsed version of IAS 39 are not
relevant to the Group.

The comparative figures for the financial year ended 31 March 2005 are not the
company's financial statements for that financial year. Those accounts, which
were prepared under UK GAAP, have been reported on by the company's auditors and
delivered to the registrar of companies. The report of the auditors was
unqualified and did not contain statements under section 237(2) or (3) of the
Companies Act 1985.

Capital reorganisation

O2 plc was incorporated on 10 December 2004 as part of the Group's capital
reorganisation undertaken during the year ended 31 March 2005. The purpose of
the capital reorganisation was to create distributable reserves in O2 plc to
allow the implementation of the Group's distribution policy. On 14 March 2005 O2
plc was introduced as the new holding company of the O2 Group pursuant to a
Scheme of Arrangement (the Scheme) under section 425 of the Companies Act 1985,
whereby O2 plc issued shares in return for the existing shares in mmO2 plc.
Subsequently, O2 plc effected a reduction in its share capital to create
distributable reserves.

The consolidated financial statements for the year ended 31 March 2005 comprise
the results of O2 plc from incorporation to 31 March 2005 together with the
results of the O2 plc group from 14 March 2005 to the end of the financial year
and the results of the mmO2 plc group from 1 April 2004 to 13 March 2005.

Presentation of financial information

Items of income or expense which require separate disclosure, owing to their
size or incidence, are disclosed as "exceptional items" on the face of the
income statement, as the Group believes such presentation is relevant to an
understanding of financial performance.

The Group defines "net debt" as its cash and cash equivalents and other
financial assets and current and non-current borrowings together with the fair
value of related derivatives, excluding liabilities relating to accrued interest
on borrowings.

2.                  Segmental analysis

The Group operates two business segments:

1. the supply of mobile telecommunications services and products: and
2. other businesses, comprising O2 Airwave, a terrestrial trunked radio
   business, and Manx Telecom, the fixed and mobile telecommunications business 
   in the Isle of Man.

The Group's business segments are managed on a country-by-country basis. Mobile
telecommunication services and products are provided by the Group's subsidiaries
in the UK, Germany and Ireland. The other businesses operate in the UK and the
Isle of Man.

Definitions

Revenue is recorded according to the country in which the customer is located.
Segment results include items directly attributable to a segment as well as
those that can be allocated on a reasonable basis. Unallocated items comprise
mainly interest bearing loans, borrowings, corporate assets and expenses.
Inter-segment pricing is determined on an arm's length basis.

Segment reporting
                               Six months ended 30 September 2005
                                            Mobile    Other businesses    Total
                                telecommunications
                                                £m                  £m      £m
-----------------------------          -----------             ------- -------
UK                                           2,097                 131   2,228
Germany                                      1,079                   -   1,079
Ireland                                        323                   -     323
Eliminations                                   (15)                  -     (15)
-----------------------------          -----------             ------- -------
Revenue                                      3,484                 131   3,615
-----------------------------          -----------             ------- -------

                                 Six months ended 30 September 2004
                                               £m            £m            £m
-----------------------------         -----------       -------       -------
UK                                          1,979           101         2,080
Germany                                       877             -           877
Ireland                                       280             -           280
Eliminations                                  (10)            -           (10)
-----------------------------         -----------       -------       -------
Revenue                                     3,126           101         3,227
-----------------------------         -----------       -------       -------

                                       Year ended 31 March 2005
                                                  £m           £m           £m
-----------------------------            -----------      -------      -------
UK                                             3,922          222        4,144
Germany                                        1,865            -        1,865
Ireland                                          585            -          585
Eliminations                                     (19)           -          (19)
-----------------------------            -----------      -------      -------
Revenue                                        6,353          222        6,575
-----------------------------            -----------      -------      -------


2. Segmental analysis (continued)

                                             Six months ended 30 September 2005
                                            Mobile        Other     Central      Total
                                telecommunications   businesses   resources
                                                £m           £m          £m       £m
----------------------                ------------      -------     -------  -------
UK                                             287           17         (42)     262
Germany                                         (3)           -           -       (3)
Ireland                                         86            -           -       86
----------------------                ------------      -------     -------  -------
Operating
profit/(loss)                                  370           17         (42)     345
----------------------                ------------      -------     -------  -------

                                                Six months ended 30 September
                                                2004
                                                 £m        £m        £m        £m
----------------------                 ------------   -------   -------   -------

UK                                              341        10       (40)      311
Germany                                         (35)        -         -       (35)
Ireland                                          74         -         -        74
----------------------                 ------------   -------   -------   -------
Operating profit/(loss)                         380        10       (40)      350
----------------------                 ------------   -------   -------   -------

                                                Year ended 31 March 2005
                                                 £m        £m        £m        £m
----------------------                 ------------   -------   -------   -------

UK                                              521        35       (88)      468
Germany                                         (91)        -         -       (91)
Ireland                                         156         -         -       156
----------------------                 ------------   -------   -------   -------
Operating profit/(loss)                         586        35       (88)      533
----------------------                 ------------   -------   -------   -------

3.                  Exceptional items

In the year ended 31 March 2005, the Group incurred an exceptional operating
charge of £45 million and an exceptional non-operating charge of £20 million.

The exceptional operating charge related to the redeployment of resources with
O2 UK into customer facing areas and away from non-customer facing areas. This
is in line with O2 UK's strategy of delivering an enhanced customer experience
and increasing customer loyalty. The charge comprised redundancy and property
costs. The exceptional non-operating charge related to the costs of the capital
reorganisation to create distributable reserves.

4.                  Net financial income/(expense)

                                         Six months      Six months       Year
                                              ended           ended      ended
                                       30 September    30 September   31 March
                                               2005            2004       2005
                                                 £m              £m         £m
------------------------------             --------        --------   --------
Financial income
Interest income on cash, cash
equivalents and other financial
assets                                           26              14         33
Forward foreign exchange contracts               18               8         24
Other financial income                            -               4          6
------------------------------             --------        --------   --------
Total financial income                           44              26         63
------------------------------             --------        --------   --------

Financial expense
Interest payable on euro medium-term
notes                                           (37)            (37)       (74)
Gains on fair value hedges                        8               9         17
Other financial costs                            (3)             (5)       (16)
------------------------------             --------        --------   --------
Total financial expense                         (32)            (33)       (73)
------------------------------             --------        --------   --------
Net financial income/(expense)                   12              (7)       (10)
------------------------------             --------        --------   --------



5.                  Taxation

                                   Six months         Six months          Year
                                        ended              ended         ended
                                 30 September       30 September      31 March
                                         2005               2004          2005
                                           £m                 £m            £m
 ------------------------------      --------           --------      --------
United Kingdom - deferred tax               -                 (5)           (8)
Overseas - current tax                     10                  7            13
- deferred tax                             (3)                 1             2
------------------------------       --------           --------      --------
Taxation                                    7                  3             7
------------------------------       --------           --------      --------

6.                  Dividends

                                                    pence per share         £m
------------------------------                             --------   --------
Final paid - year ended 31 March 2005                          2.25        197
------------------------------                             --------   --------
Interim proposed - year ending 31 March 2006                   1.54        135
------------------------------                             --------   --------

The final dividend for the year ended 31 March 2005 of 2.25 pence per share was
paid on 26 August 2005 to shareholders on the register at the close of business
on 5 August 2005.

The interim dividend for the year ending 31 March 2006 of 1.54 pence per share
has not been recognised in the interim statement, and will be paid on 2 December
2005 to shareholders on the register at the close of business on 11 November
2005.

7.                  Earnings per share

Earnings per share has been calculated for all periods by dividing the profit
for the period by the weighted average number of ordinary shares in issue during
that period, as follows:


                                         Six months     Six months       Year
                                              ended          ended      ended
                                       30 September   30 September   31 March
                                               2005           2004       2005
-------------------------------------      --------       --------   --------
Profit for the period attributable to
equity shareholders (£m)                        350            336        493
-------------------------------------      --------       --------   --------
Basic weighted average share capital
(number of shares, million)                   8,723          8,672      8,681
Dilutive potential ordinary shares
(number of shares, million)                     104             83        120
-------------------------------------      --------       --------   --------
Diluted weighted average share
capital (number of shares, million)           8,827          8,755      8,801
-------------------------------------      --------       --------   --------
Basic earnings per share (pence)                4.0            3.9        5.7
-------------------------------------      --------       --------   --------
Diluted earnings per share (pence)              4.0            3.8        5.6
-------------------------------------      --------       --------   --------

Underlying earnings per share has been calculated using the basic weighted
average share capital and the underlying profit for the period calculated as
follows:

                                         Six months     Six months       Year
                                              ended          ended      ended
                                       30 September   30 September   31 March
                                               2005           2004       2005
                                                 £m             £m         £m
-------------------------------------      --------       --------   --------
Profit for the period                           350            336        493

UMTS licences amortisation                      118             50        169
Exceptional items                                 -              -         65
-------------------------------------      --------       --------   --------
Underlying earnings                             468            386        727
-------------------------------------      --------       --------   --------
Underlying earnings per share (pence)           5.4            4.5        8.4
-------------------------------------      --------       --------   --------

In accordance with the basis of preparation described in note 1, earnings per
share have been calculated as if O2 plc had in issue the share capital of mmO2
plc prior to 14 March 2005.

8.                  Analysis of net debt

                                  At                         Other       At 30
                             1 April       Cash           non-cash   September
                                2005       flow          movements        2005
                                  £m         £m                 £m          £m
----------------------------- ------     ------            -------     -------
Cash and cash equivalents      1,009        196                  1       1,206
Other financial assets           317          -                 31         348
----------------------------- ------     ------            -------     -------
                               1,326        196                 32       1,554
Euro medium-term notes (net
of issue costs)               (1,078)         -                  8      (1,070)
Non-current derivative
financial instruments             21          -                 (4)         17
Obligations under finance
leases and hire purchase 
contracts                       (308)         6                (27)       (329)
Other loans and borrowings       (40)         9                  -         (31)
----------------------------- ------     ------            -------     -------
                                 (79)       211                  9         141
----------------------------- ------     ------            -------     -------

9.                  Consolidated reconciliation of changes in equity

                             Called up                      Profit and  
                                 share     Share      Other       loss    Total
                               capital   premium   reserves    account   equity
                                    £m        £m         £m         £m       £m
------------------------        ------    ------     ------    -------  -------
At 1 April 2004 as
previously reported 
under UK GAAP                        9         3     11,074       (992)  10,094
Adjustments arising on 
the adoption of IFRS                 -         -         (2)      (456)    (458)
------------------------        ------    ------     ------    -------  -------
At 1 April 2004 as
restated for the 
adoption of IFRS                     9         3     11,072     (1,448)   9,636
Total recognised
income relating to
the period                           -         -          -        407      407
Transfer from profit 
and loss account                     -         -       (561)       561        -
Transactions related to
share schemes                        -         1          -          2        3
------------------------        ------    ------     ------    -------  -------
At 30 September 2004                 9         4     10,511       (478)  10,046
Total recognised
income relating to
the period                           -         -          -        135      135
Transfer from profit and
loss account                         -         -       (538)       538        -
Transactions related to
share schemes                        -        23          -          5       28
Issue of shares in 
exchange for shares in 
mmO2 plc1                        6,714       (26)    (7,062)       (15)    (389)
Placing of O2 plc shares 
on 17 March 20051                    -       374          -          -      374
Court approved capital
reduction1                      (6,714)        -          -      6,714        -
Transfers from cash flow
hedge reserve                        -         -          1          -        1
------------------------        ------    ------     ------    -------  -------
At 31 March 2005                     9       375      2,912      6,899   10,195
Total recognised
income relating to
the period                           -         -          -        376      376
Dividends                            -         -          -       (197)    (197)
Transfer from profit and
loss account                         -         -       (364)       364        -
Transactions related to
share schemes                        -        30          -          5       35
------------------------        ------    ------     ------    -------  -------
At 30 September 2005                 9       405      2,548      7,447   10,409
------------------------        ------    ------     ------    -------  -------

1 Transaction arising during the capital reorganisation described in note 1.


Independent review report by the auditors to O2 plc

Introduction

We have been instructed by the company to review the financial information for
the six months ended 30 September 2005 which comprises the consolidated balance
sheet as at 30 September 2005 and the related consolidated statements of income,
cash flows and statement of recognised income and expense for the six months
then ended and related notes. We have read the other information contained in
the interim report and considered whether it contains any apparent misstatements
or material inconsistencies with the financial information.

Directors' responsibilities

The interim report, including the financial information contained therein, is
the responsibility of, and has been approved by, the directors. The directors
are responsible for preparing the interim report in accordance with the Listing
Rules of the Financial Services Authority.

As disclosed in note 1, the next annual financial statements of the Group will
be prepared in accordance with accounting standards adopted for use in the
European Union. This interim report has been prepared in accordance with the
basis set out in note 1.

The accounting policies are consistent with those that the directors intend to
use in the next annual financial statements. There is however a possibility that
the directors may determine that some changes are necessary when preparing the
full annual financial statements for the first time in accordance with
accounting standards adopted for use in the European Union. The IFRS standards
and IFRIC interpretations that will be applicable and adopted for use in the
European Union at 31 March 2006 are not known with certainty at the time of
preparing this interim financial information.

Review work performed

We conducted our review in accordance with guidance contained in Bulletin 1999/4
issued by the Auditing Practices Board for use in the United Kingdom. A review
consists principally of making enquiries of Group management and applying
analytical procedures to the financial information and underlying financial data
and, based thereon, assessing whether the disclosed accounting policies have
been applied. A review excludes audit procedures such as tests of controls and
verification of assets, liabilities and transactions. It is substantially less
in scope than an audit and therefore provides a lower level of assurance.
Accordingly we do not express an audit opinion on the financial information.
This report, including the conclusion, has been prepared for and only for the
company for the purpose of the Listing Rules of the Financial Services Authority
and for no other purpose. We do not, in producing this report, accept or assume
responsibility for any other purpose or to any other person to whom this report
is shown or into whose hands it may come save where expressly agreed by our
prior consent in writing.

Review conclusion

On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the six months
ended 30 September 2005.

PricewaterhouseCoopers LLP
Chartered Accountants
London
13 November 2005

Notes:

(a) The maintenance and integrity of the O2 plc web site is the responsibility
of the directors; the work carried out by the auditors does not involve
consideration of these matters and, accordingly, the auditors accept no
responsibility for any changes that may have occurred to the interim report
since it was initially presented on the web site.

(b) Legislation in the United Kingdom governing the preparation and
dissemination of financial information may differ from legislation in other
jurisdictions.


Appendix 1: Key Performance Indicators


1.      Customer numbers

              Customers Customers Customers  Customers               Customers
                     at        at        at         at         Net          at
                     30        31        31         30   additions          30
              September  December     March       June      during   September
                   2004      2004      2005       2005      period        2005
                  000's      000's     000's     000's       000's       000's
-----------    --------   --------  --------  --------    --------    --------
O2 UK
Pre-pay           9,003      9,341     9,472     9,598         260       9,858
Post-pay          4,853      4,875     4,912     5,018         210       5,228
-----------    --------   --------  --------  --------    --------    --------
    Total        13,856     14,216    14,384    14,616         470      15,086
-----------    --------   --------  --------  --------    --------    --------

O2 Germany

Pre-pay           2,808      3,253     3,620     3,888         366       4,254
Post-pay          3,861      4,145     4,356     4,500         192       4,692
-----------    --------   --------  --------  --------    --------    --------
    Total         6,669      7,398     7,976     8,388         558       8,946
-----------    --------   --------  --------  --------    --------    --------

O2 Ireland

Pre-pay           1,032      1,118     1,130     1,119          29       1,148
Post-pay            393        398       403       411          11         422
-----------    --------   --------  --------  --------    --------    --------
    Total         1,425      1,516     1,533     1,530          40       1,570
-----------    --------   --------  --------  --------    --------    --------

Manx
Pre-pay              45         41        41        47          (2)         45
Post-pay             22         22        22        21           0          21
-----------    --------   --------  --------  --------    --------    --------
    Total            67         63        63        68          (2)         66
-----------    --------   --------  --------  --------    --------    --------

O2 Group
Pre-pay          12,888     13,753    14,263    14,652         653      15,305
Post-pay          9,129      9,440     9,693     9,950         413      10,363
-----------    --------   --------  --------  --------    --------    --------
    Total        22,017     23,193    23,956    24,602       1,066      25,668
-----------    --------   --------  --------  --------    --------    --------

Pre-pay
percentage         58.5%      59.3%     59.5%     59.6%       61.3%       59.6%
Post-pay
percentage         41.5%      40.7%     40.5%     40.4%       38.7%       40.4%
-----------    --------   --------  --------  --------    --------    --------

2.      Non-SMS data users (90 day active)

          Customers     Customers  Customers Customers Customers   Customers
                 at            at         at        at        at          at
                 30            30         31        31        30          30
               June     September   December     March      June   September
               2004          2004       2004      2005      2005        2005
              000's         000's      000's     000's     000's       000's
---------- --------      --------    -------  --------  --------    --------
O2 UK         3,516         3,758      4,901     5,728     5,975       6,729
O2 Germany    1,314         1,487      1,753     1,906     1,891       1,993
O2 Ireland      286           333        411       516       493         482
----------- -------      --------    -------  --------  --------    --------
O2 Group      5,116         5,578      7,065     8,150     8,359       9,204
----------- -------      --------    -------  --------  --------    --------
% total        24.0%         25.3%      30.5%     34.0%     34.0%       35.9%
base        
----------- -------      --------    -------  --------  --------    --------



3.      Average revenue per user(1) (ARPU) - £

                                30          31        31       30           30
                         September    December     March     June    September
                              2004        2004      2005     2005         2005
                                 £           £         £        £            £
----------------          --------    --------  -------- --------     --------
O2 UK (2)
12 month rolling
Pre-pay                        139         139       138      137          137
Post-pay                       525         530       527      523          524
Blended                        273         275       273      271          271

Quarterly monthly
average
Pre-pay                         12          11        11       11           12
Post-pay                        45          43        43       44           45
Blended                         23          22        22       23           23
----------------          --------    --------  -------- --------     --------

O2 Germany
12 month rolling
Pre-pay                         94          94        95       95           95
Post-pay                       366         366       362      361          359
Blended                        251         251       248      244          240

Quarterly monthly
average
Pre-pay                          8           8         8        8            8
Post-pay                        31          31        29       30           30
Blended                         21          21        20       19           20
----------------          --------    --------  -------- --------     --------

O2 Ireland
12 month rolling
Pre-pay                        244         243       244      244          247
Post-pay                       731         750       762      787          794
Blended                        380         382       385      391          393

Quarterly monthly
average
Pre-pay                         21          21        20       20           21
Post-pay                        66          66        63       68           68
Blended                         33          33        31       33           34
----------------          --------    --------  -------- --------     --------

(1) ARPU in all businesses includes revenue from inbound roaming.
(2) Adjusted for the effect of adoption of IFRS.



4.      Data ARPU (blended 12 month rolling) - £

                30 September   31 December   31 March   30 June  30 September
                        2004          2004       2005      2005          2005
                           £             £          £         £             £
----------------    --------      --------   --------  --------      --------
O2 UK                     62            65         68        72            75
O2 Germany                52            53         54        54            54
O2 Ireland                81            81         82        83            87
----------------    --------      --------   --------  --------      --------


5.      Average revenue per user(1) (ARPU) - €uro

                      30 September 31 December  31 March  30 June 30 September
                              2004        2004      2005     2005         2005
                                 €           €         €        €            €
-----------------         --------    --------  -------- --------     --------
O2 Germany
12 month rolling
Pre-pay                        138         138       140      139          138
Post-pay                       540         539       531      527          523
Blended                        371         370       363      356          349

Quarterly monthly
average
Pre-pay                         11          12        12       11           11
Post-pay                        46          45        41       44           45
Blended                         32          31        28       29           29
-----------------         --------    --------  -------- --------     --------

O2 Ireland
12 month rolling
Pre-pay                        360         359       358      357          359
Post-pay                     1,078       1,106     1,118    1,149        1,155
Blended                        560         564       565      571          572

Quarterly monthly
average
Pre-pay                         31          30        29       29           31
Post-pay                        98          94        91      100          100
Blended                         49          48        45       48           50
-----------------         --------    --------  -------- --------     --------

Euro rates
Quarterly                   1.4880      1.4384    1.4427   1.4744       1.4633
Annually                    1.4736      1.4747    1.4669   1.4609       1.4547
-----------------         --------    --------  -------- --------     --------

(1) ARPU in all businesses includes revenue from inbound roaming.


6.      Data ARPU (blended 12 month rolling) - €uro


                 30 September   31 December   31 March   30 June  30 September
                         2004          2004       2005      2005          2005
                            €             €          €         €             €
-----------------    --------       -------    -------  --------      --------
O2 Germany                 76            78         79        79            79
O2 Ireland                119           120        120       121           126
-----------------    --------       -------    -------  --------      --------


7.      Voice minutes of use (mou) - blended monthly average(1)

12 months ended:     31 March      30 September     31 March      30 September
                         2004              2004         2005              2005
-------------------- --------          --------     --------          --------
O2 UK                     123               131          137               144
O2 Germany                118               120          118               114
O2 Ireland                197               203          209               215
-------------------- --------          --------     --------          --------
(1) Includes total incoming and billable outgoing minutes.

8.      Data as percentage of service revenues

3 months ended:  30 September   31 December   31 March   30 June  30 September
                         2004          2004       2005      2005          2005
                            %             %          %         %             %
-------------        --------      --------   --------  --------      --------
O2 UK(1)                 23.7          25.7       28.6      28.2          27.8
O2 Germany               20.4          22.3       23.2      22.6          22.0
O2 Ireland               19.0          20.9       23.2      21.9          22.0
-------------        --------      --------   --------  --------      --------
O2 Group(1)              22.4          24.3       26.5      26.0          25.5
-------------        --------      --------   --------  --------      --------

12 months ended:

                                                     %         %             %
-------------        --------      --------   --------  --------      --------
O2 Group(1)                                       23.7      24.8          25.6
-------------        --------      --------   --------  --------      --------

(1) Adjusted for the effect of adoption of IFRS.

9.      SMS messages

3 months ended: 30 September   31 December   31 March   30 June   30 September
                        2004          2004       2005      2005          2005
                     million       million    million   million       million
-------------       --------      --------   --------  --------      --------

O2 UK                  2,470         2,834      3,097     3,234         3,436
O2 Germany               556           628        674       703           712
O2 Ireland               323           343        363       357           362
Manx                      10            11         11        11            11
-------------       --------      --------   --------  --------      --------
O2 Group               3,359         3,816      4,145     4,305         4,521
-------------       --------      --------   --------  --------      --------

10. Non-SMS data as percentage of service revenues

3 months ended: 30 September   31 December   31 March   30 June  30 September
                        2004          2004       2005      2005          2005
                           %             %          %         %             %
-------------       --------      --------   --------  --------      --------
O2 UK(1)                 2.5           2.9        3.8       3.6           3.4
O2 Germany               3.1           3.8        4.4       4.7           4.6
O2 Ireland               1.4           1.6        1.9       1.8           1.8
-------------       --------      --------   --------  --------      --------
O2 Group(1)              2.6           3.0        3.8       3.8           3.6
-------------       --------      --------   --------  --------      --------

(1) Adjusted for the effect of adoption of IFRS.

Appendix 2: Forecast for the financial year ending 31 March 2006

The Outlook Statement provided on page 8 of this announcement, which has not
changed from that given in the 2005 Interim Results - pre-close update statement
made on 27 September 2005, can be interpreted under Rule 28 of the Takeover Code
as a forecast that full year Group EBITDA for the for the financial year ending
31 March 2006 will be higher than for the financial year ended 31 March 2005.
EBITDA is defined as earnings before interest, tax, depreciation, amortisation
and exceptional items, excluding our share of operating profits and losses of
our joint ventures and associates. This statement set out above, is a forecast
by the Directors under Rule 28 of the Takeover Code. In the absence of
unforeseen circumstances and on the basis of the assumptions outlined below, the
Directors confirm that the forecast remains valid.

The bases and assumptions underlying the forecast are set out in paragraph 2
below, and the letters issued in connection with the Forecast from the Company's
auditors PricewaterhouseCoopers LLP and its financial advisors, JPMorgan
Cazenove and Merrill Lynch International, are set out on the following pages.

Basis of preparation and principal assumptions

The Group is required, under European Union Regulation No. 1606/2002, to adopt
International Financial Reporting Standards ("IFRS") as its primary basis of
accounting for the year ending 31 March 2006 in place of UK Generally Accepted
Accounting Principles ("UK GAAP"). Accordingly, the forecast has been prepared
on the basis of and in accordance with the accounting policies published by the
Group in its press release "O2 plc adopts International Financial Reporting
Standards" dated 20 July 2005. These comprise the accounting policies expected
to be applied in the Group's first IFRS financial statements for the year ending
31 March 2006, which will be prepared in accordance with the accounting
standards and interpretations adopted for use in the European Union effective at
that date. The forecast is prepared on the assumption that there will be no
changes to these accounting policies. The forecast is based on the unaudited
interim results for the six months ended 30 September 2005, unaudited management
information for the month ended 31 October 2005 and the Directors' forecast for
the five months ending 31 March 2006.

The following principal assumptions have been taken into account in preparing
the forecast:

(i)                  Factors outside the influence of the Directors:
a.       There will be no fundamental change in the political, economic or
regulatory environments in which the Group operates;
b.       There will be no change to the International Financial Reporting
Standards which are required to be applied to the financial statements for year
ending 31 March 2006;
c.       There will be no material change in the management and control of the
Group, including any changes or charges arising from the proposed offer;
d.       There will be no changes in exchange rates that have a material impact
on the Group; and
e.       There will be no adverse impact on the Group's operations should the
Offer not be approved and completed.

(ii)                Factors which the Directors may be able to influence:
a.       There are no acquisitions or disposals of businesses; and
b.       There will be no significant changes in trading relationships with
suppliers or customers.

The following is the text of a letter from PricewaterhouseCoopers to the 
Directors of O2 plc, in accordance with the requirements of Rule 28 of the 
Takeover Code:

The Directors
O2 plc
Wellington Street
Slough
Berkshire
SL1 1YP

JPMorgan Cazenove Limited
20 Moorgate
London
EC2R 6DA

Merrill Lynch International
2 King Edward Street
London
EC1A 1HQ

13 November 2005

Dear Sirs

O2 plc (the "Company")

The Directors of the Company have made the following statement on page 8 of the
interim results announcement of O2 plc for the six months ended 30 September
2005 dated 13 November 2005 ("the Interim Results Announcement").

"Full year Group EBITDA for the financial year ending 31 March 2006 will be
higher than for the financial year ended 31 March 2005. "

We report on the forecast of earnings before interest, tax, depreciation,
amortisation and exceptional items, excluding the share of operating profits and
losses of joint ventures and associates ("EBITDA") of O2 plc and its
subsidiaries (together "the O2 Group") for the year ending 31 March 2006 (the
"EBITDA forecast"). The EBITDA forecast, and the material assumptions upon which
it is based, are set out in Appendix 2 of the Interim Results Announcement. This
report is required by Rule 28.3(b) of the City Code on Takeovers and Mergers and
is given for the purpose of complying with that rule and for no other purpose.
Accordingly we assume no responsibility in respect of this report to the Offeror
or any person connected to, or acting in concert with, the Offeror or to any
other person who is seeking or may in future seek to acquire control of O2 (an
"Alternative Offeror") or to any other person connected to, or acting in concert
with, an Alternative Offeror.

Responsibilities
It is the responsibility of the Directors of O2 plc to prepare the EBITDA
forecast in accordance with the requirements of the City Code on Takeovers and
Mergers.

It is our responsibility to form an opinion as required by the City Code on
Takeovers and Mergers as to the proper compilation of the EBITDA forecast and to
report that opinion to you.

Basis of Preparation of the EBITDA Forecast
The EBITDA forecast has been prepared on the basis stated in Appendix 2 of the
Interim Results Announcement and is based on the unaudited interim financial
results for the six months ended 30 September 2005, the unaudited management
information for the one month ended 31 October 2005 and a forecast to 31 March
2006. The EBITDA forecast is required to be presented on a basis consistent with
the accounting policies of the O2 Group.

Basis of opinion
We conducted our work in accordance with the Standards for Investment Reporting
issued by the Auditing Practices Board in the United Kingdom. Our work included
evaluating the basis on which the historical financial information included in
the EBITDA forecast has been prepared and considering whether the EBITDA
forecast has been accurately computed based upon the disclosed assumptions and
the accounting policies of the O2 Group. Whilst the assumptions upon which the
EBITDA forecast are based are solely the responsibility of the Directors, we
considered whether anything came to our attention to indicate whether any of the
assumptions adopted by the Directors which, in our opinion, are necessary for a
proper understanding of the EBITDA forecast have not been disclosed and whether
any material assumption made by the Directors appears to us to be unrealistic.

We planned and performed our work so as to obtain the information and
explanations we considered necessary in order to provide us with reasonable
assurance that the EBITDA forecast has been properly compiled on the basis
stated.

Since the EBITDA forecast and the assumptions on which it is based relate to the
future and may therefore be affected by unforeseen events, we can express no
opinion as to whether the actual results reported will correspond to those shown
in the EBITDA forecast and differences may be material.

Our work has not been carried out in accordance with auditing or other standards
and practices generally accepted in the United States of America or other
jurisdictions and accordingly should not be relied upon as if it had been
carried out in accordance with those standards and practices.

Opinion
In our opinion, the EBITDA forecast has been properly compiled on the basis of
the assumptions made by the Directors and the basis of accounting used is
consistent with the accounting policies of the O2 Group.


Yours faithfully

PricewaterhouseCoopers LLP
Chartered Accountants

The following is the text of a letter from JPMorgan Cazenove and Merrill Lynch
to the Directors of O2 plc, in accordance with the requirements of Rule 28 of
the Takeover Code:

The Directors
O2 plc
Wellington Street
Slough
Berkshire SL1 1YP

14 November 2005

Dear Sirs

We refer to the Directors' forecast for O2 plc (the ''Company'') and its
subsidiaries for the financial year ending 31 March 2006 (the ''Forecast'') set
out on page 8 of the interim results announcement dated 14 November 2005 (the
''Interim Results Announcement''). The forecast states that ''Full year Group
EBITDA for the financial year ending 31 March 2006 will be higher than for the
financial year ended 31 March 2005''.

We have discussed the Forecast, together with the basis and assumptions upon
which it has been made, with you and PricewaterhouseCoopers LLP, the Company's
auditors.

We have also considered the report dated 13 November 2005 to you and us from
PricewaterhouseCoopers LLP regarding the accounting policies and calculations
underlying the Forecast and discussed such report with PricewaterhouseCoopers
LLP. We have also considered their letter addressed to you, JPMorgan Cazenove
and Merrill Lynch International on this matter. You have confirmed to us that
all information material to the Forecast has been disclosed to us. We have
relied on the accuracy and completeness of all such information and have assumed
such accuracy and completeness for the purpose of rendering this letter.

This letter is provided in compliance with Rule 28.3(b) and 28.4 of The City
Code on Takeovers and Mergers and may be included in the Interim Results
Announcement solely for the purposes of that Rule.

On the basis of these discussions and having regard to the aforementioned report
and letter we consider that the Forecast, for which the directors of the Company
are solely responsible, has been compiled with due care and consideration by the
Company.

Yours faithfully

JPMorgan Cazenove Merrill Lynch International



O2 Contacts:
Richard Poston                           David Boyd
Director, Corporate Affairs              Head of Investor Relations
O2 plc                                   O2 plc
richard.poston@O2.com                    david.boyd@O2.com
t: +44 (0)1753 628039                    t: +44 (0)1753 628230
David Nicholas                           John Crosse
Communications Director                  Investor Relations Manager
O2 plc                                   O2 plc
david.nicholas@O2.com                    john.crosse@O2.com
t: +44 (0) 771 575 9176                  t: +44 (0)1753 628198

Simon Gordon
Head of Media Relations
O2 plc
simon.gordon@O2.com
t: +44 (0)771 007 0698

O2 press office: 01753 628402

     All O2 Group news releases can be accessed at our web site: www.O2.com




                      This information is provided by RNS
            The company news service from the London Stock Exchange