RNS Number:2026J
Music Choice Europe PLC
26 March 2003


26 March 2003



                         Music Choice Europe plc
                    ("Music Choice" or "the Company")

         Preliminary Results for the year ended 31 December 2002


Music  Choice  Europe  plc ("Music Choice" or "the  Company"),  Europe's
leading  digital  audio broadcaster, is pleased to announce  preliminary
results for the year ended 31 December 2002.

                                    Preliminary      Preliminary
                                        Results          Results
                                           2002             2001


Turnover                                  #9.8m           #8.0m
EBITDA loss                               #7.3m          #11.4m
Operating loss                            #8.2m          #15.3m
Loss before tax                           #7.3m          #13.1m
Loss  per share - basic  and diluted      6.09p          10.86p


- Turnover up 22% to #9.8 million from #8 million
- Operating loss reduced to #8.2 million from #15.3 million
- Cash and cash equivalents at year end of #21 million
- Appointment of Margot Daly as Chief Executive Officer
- Structure and organisational capability in place to enable Music
  Choice to break even on a monthly basis at EBITDA within the next 12 months
- Renewed all distribution deals which were due to expire in 2002
- Subscriber base grown by 27% to 14 million from 11 million
- Rapid expansion in audience reach, with nearly one million people using
  the Music Choice service during December

Commenting on the outlook for the coming year, Margot Daly,
Chief Executive, said:

"The digital TV and music world continues to be in a state  of
flux,  and  Music Choice has been realistic about shaping  the
business to match the conditions of the market.

"The  Company remains well-funded, and is in a strong position
to   reach   its   goal  of  sustainable  profitability   with
significant cash headroom. We have contracts in place with most
digital   TV  distributors,  providing  assurance  on   future
subscriber income streams.

"Music Choice is ideally placed to focus on product development
and  the  delivery of real value to existing and new customers
and consumers, within a framework of profitability."

                           - Ends -


For further information, please contact:

Music Choice Europe plc                          020 7014 8700
Margot Daly, Chief Executive
Dylan Jones

Weber Shandwick Square Mile                      020 7067 0700
Louise Robson or Becky Haywood



26 March 2003

                    Music Choice Europe plc
               ("Music Choice" or "the Company")

    Preliminary Results for the year ended 31 December 2002


Chairman's Report

This  has been a demanding year for Music Choice. The increase
in  the  size of our audience across Europe and the successful
renewal of all our key distribution deals has helped to offset
the  inability  to  deliver  projected  advertising  revenues,
caused  by  the  continued downturn in media  advertising  and
marketing budgets.

In  light  of  the changing economic climate, the Company  has
conducted  a  thorough  review of its structure  from  top  to
bottom.  As  a result, on 25 February 2003, we announced  that
both  Chief  Executive Simon Bazalgette  and  Chief  Financial
Officer  Jonathan Apps had left the Company, and former  Chief
Operating  Officer  Margot  Daly  had  been  appointed   Chief
Executive.

Simon  joined Music Choice on start-up in 1993,  and  led  the
Company  to  its  successful flotation in  October  2000.  His
commitment to the business has been one of the key factors  in
the company achieving its current position as Europe's leading
digital  audio broadcaster. Jonathan moved to Music Choice  in
December  2001, and last year led the acquisition of  our  key
European  competitor MultiMusic. I would like  to  record  the
Board's thanks for the hard work and integrity that both Simon
and Jonathan brought to Music Choice during their time here.

The appointment of Margot Daly as Chief Executive reflects the
new  management needs and operational focus of  the  business.
Having  been with the company since 1995, Margot provides  the
product and customer attention that Music Choice needs at  the
current time. We are currently reviewing our precise financial
management needs, but in the meantime, these are being handled
by  Company  Secretary,  Mark  Hillier,  and  interim  Finance
Director, John Brocklebank.

The  Company's  operating loss in 2002 is  much  reduced  from
2001,  and  reflects the series of efficiencies put  in  place
during the course of the year. We believe that we now have the
structure and organisational capability to reach monthly break
even  within  the  next twelve months, while  maintaining  the
technical  development of the service,  and  its  roll-out  on
digital and interactive platforms.

It is a testament to the quality of the Music Choice offering,
and  its importance to major platforms across Europe, that  we
successfully renewed every distribution deal that  would  have
expired  in  2002. Research in the UK shows that  the  ongoing
development of the service has had a very real impact  on  the
size  of  our audience, with the number of people using  Music
Choice every month increasing by 74% from March to December.

Despite  this  increase, we have been unable  to  deliver  the
level   of  revenue  we  had  anticipated  through  sales   of
advertising  space.  We  remain  convinced  that  an  improved
economic  situation will allow us to establish  this  entirely
new  advertising  model, but this cannot be  achieved  in  the
current  climate. In the meantime, by minimising our costs  in
this  area,  we have accelerated our ability to breakeven  on
subscription revenue alone.

With  a  cash  balance of #21 million at year end,  we  firmly
believe  that  the  Company has sufficient  funds  to  see  it
through   to  profitability.   In  line  with  the   Company's
articulated strategy, the Board recommends that no dividend be
paid in respect of 2002.

During  the year, we welcomed three new members to  the  Music
Choice  Board.  Philippe-Olivier Rousseau, Executive  Director
and Senior Advisor at BNP Paribas Structured Finance, has held
a  series  of senior posts in broadcast and telecommunications
companies. He is already proving to be instrumental in helping
Music Choice build its business across Europe, particularly in
France,  which  is  one  of  the  largest  digital  television
markets.

Dr.  Kenji Kitatani was named the new representative from Sony
Corporation  of America (SCA), one of Music Choice's  founding
corporate  shareholders, replacing Gary Podorowsky. Similarly,
Martin  Goswami  joined  the board as  a  representative  from
British  Sky  Broadcasting, replacing Richard Freudenstein.  I
would like to record here the Board's thanks to both Gary  and
Richard  for  their contribution to the Company  during  their
time as non-executive directors.

Music Choice has tight control  over its  costs,  and  continues
to increase its distribution and audience.  With a new structure
headed   by  Margot  Daly,  we   believe  the  Company  is  well
positioned to  cement its  position as Europe's leading  digital
audio broadcaster.


Chief Executive's Review

2002  was a year of pragmatism for Music Choice. Real progress
was   made   improving   our   product,   renewing   long-term
distribution  deals,  and  purchasing  our  largest   European
competitor.  However, the difficult economic climate  prompted
us  to  review  the structure of our business, and  cut  costs
significantly  in  those areas of the  business  that  do  not
affect our ability to increase our revenues.

The advertising  downturn  markedly  affected our  ability  to
deliver  advertising  revenues  to the  level that  we
had  planned.  This  has resulted in the Company  reducing  UK
staff  numbers by more than 40% over the last eighteen months.
Such  strict control on costs should make the Company  ideally
positioned to  breakeven  on a monthly  basis within the  next
twelve months.


Financials

At  the  end of the financial year, the Company held cash  and
cash equivalents of #21 million (Interim 2002: #23.5 million).
Strong  stewardship of our funds continues to be the Company's
financial priority.  Turnover rose 22% to #9.8 million  (2001:
#8   million).   The  operating  loss  of  #8.2   million   is
significantly better than last year (#15.3 million) due  to  a
concerted effort to contain costs. Total costs during the year
reduced from #23.2 million to #18 million, while further  cost
reductions  will be realised in 2003 to bring the  Company  to
monthly breakeven within the next twelve months.

Product enhancement

While cutting our cloth to reflect the market, we continue  to
optimise  the Music Choice offering on digital television.  In
October   2002,  we  launched  a new  look  and  new  channels,
improving   the   previous  design  and  matching  our   visual
output with the music.  By   providing   a  series  of  organic,
atmospheric screen designs, we are able to balance the emotional
nature of the audio  with  the  visual content on the viewer's
television set.


This  year,  Music  Choice began to be measured  by  the  UK's
television  audience  research body BARB,  providing  us  with
accurate  audience figures based on a representative panel  of
UK homes.

BARB  viewer research has allowed us to improve our  focus  on
providing  a  compelling  proposition  to  consumers  and   to
platforms,  and  more  closely  define  the  service's  target
audience.  Ongoing  product development  has  already  led  to
consistent month-on-month rises in our UK audience, with a 74%
rise from March to December. With almost a million people  now
tuning  in  to  Music Choice every month, the new  line-up  of
channels and new look screen designs are clearly appealing  to
viewers more than ever before.

In  2003,  we will be looking to drive audiences even further,
and increase our audience share, frequency and reach.

Broadband

Despite  accelerated  low-level growth  in  broadband  take-up
during  2002,  the main providers remain unclear  about  their
content   strategies.  However,  with  key  players  including
Microsoft  working  with Music Choice to develop  an  advanced
consumer-friendly broadband product, the potential for  us  to
roll  out  the  service  on major European  platforms  remains
strong.

Interactive TV

We  have  continued  to  roll-out our interactive  TV  ("iTV")
application this year, with the launch of the service on Canal
Satelite Digital in Spain. The interactive application  offers
four key opportunities. Firstly, the graphic interface further
builds  consumer  awareness  of  Music  Choice  through   non-
intrusive in-home branding.  Secondly, it reinforces our mood-
led offering, allowing consumers to use both music and visuals
to  create the atmosphere they want in their home. Thirdly, as
DTV platforms increasingly transmit traditional 'interruption-
based'  radio  stations, our iTV application and  its  graphic
capabilities  further distinguish us from such  providers  and
enable  us to serve both platforms and consumers in  a  unique
way.

Finally, the iTV service ensures that Music Choice is able  to
capitalise  on  future potential to diversify revenue  streams
through  return  path transactions and on screen  advertising,
when  this market returns. With more and more platforms around
Europe  improving their broadcast technology, we will look  to
roll  out  versions  of  our interactive  application  in  key
markets  where  iTV  can  offer differentiating  and  revenue-
generating opportunities.

Distribution

Our  subscriber base has grown by 27% to 14 million  over  the
last  year, with 18 countries throughout Europe and the Middle
East receiving the Music Choice service.

We  successfully  secured the renewal of all the  distribution
contracts  that  would  have come to  an  end  in  2002,  with
operators  including Premiere, Canal Digital  Scandinavia  and
Com  Hem.   The  Company re-secured almost a  quarter  of  its
overall  revenue  on better or same terms,  demonstrating  the
clear  value that platforms place on Music Choice even  during
times of economic difficulty.

In July 2002, Music Choice also acquired Multi Radio SA, whose
MultiMusic brand distributes music channels through digital TV
platforms  such  as  Telepiu in Italy, to almost  two  million
homes across Europe and Asia.

The  completion  of key renewal deals and the  acquisition  of
MultiMusic ensured that we entered 2003 with ongoing broadcast
deals  with the majority of Europe's leading digital broadcast
platforms,  providing  a  solid platform  for  growth  in  the
current year.

Music Choice in 2003

The  digital TV and music world continues to be in a state  of
flux,  and  Music Choice has been realistic about shaping  the
business to match the conditions of the market.

The  Company remains well-funded, and is in a strong  position
to   reach   its   goal  of  sustainable  profitability   with
significant cash headroom. We are also in an ideal position to
benefit from both the recovery in the advertising market,  and
the expected rapid expansion in broadband.

The  Company has multi period contracts in place with most DTV
distributors, providing assurance on subscriber income streams
for  the  immediate future. Music Choice is ideally placed  to
focus on product development and the delivery of real value to
existing  and new customers and consumers, within a  framework
of profitability.

                           - Ends -


For further information, please contact:

Music Choice Europe plc                          020 7014 8700
Margot Daly, Chief Executive
Dylan Jones

Weber Shandwick Square Mile                      020 7067 0700
Louise Robson or Becky Haywood



Music Choice Europe plc

Group Profit and Loss Account
For the year ending 31 December 2002


                                                          Year to
                                                               31           Year to
                                                         December       31 December
                                            Notes            2002              2001
                                                            #'000             #'000

Turnover                                                    9,776             8,019
Cost of sales                                             (7,607)           (6,449)
                                                   ______________  ________________
Gross profit                                                2,169             1,570
                                                   ______________  ________________

Distribution costs                                        (4,472)           (7,214)
Amortisation and impairment of intangible
  fixed assets                                              (100)           (1,211)
Depreciation and impairment of
 tangible fixed assets                                      (814)           (2,701)
Other administrative expenses                             (4,997)           (5,752)
Administrative expenses                                   (5,911)           (9,664)
                                                   ______________  ________________
                                                         (10,383)          (16,878)
                                                   ______________  ________________
Operating loss                                            (8,214)          (15,308)
                                                   ______________  ________________

Loss on disposal of fixed assets                                -              (11)
Interest receivable                                           941             2,257
                                                   ______________  ________________
                                                              941             2,246
                                                   ______________  ________________
Loss on ordinary activities before taxation               (7,273)          (13,062)
Taxation on loss on ordinary activities                     (162)             (158)
                                                   ______________  ________________
Loss for the period/year                                  (7,435)          (13,220)
                                                   ______________  ________________
Loss per share

Basic & diluted - pence per share               3          (6.09)           (10.86)
                                                   ______________  ________________



Derivation of EBITDA


Operating loss                                            (8,214)          (15,308)
Amortisation and impairment of intangible
  fixed assets                                                100             1,211
Depreciation and impairment of
 tangible fixed assets                                        814             2,701
                                                 ________________  ________________

EBITDA                                                    (7,300)          (11,396)
                                                 ________________  ________________



Statement of Total Recognised Gains and Losses
For the year ending 31 December 2002

                                                          Year to           Year to
                                                               31                31
                                                         December          December
                                                             2002              2001
                                                            #'000             #'000

Loss for the financial year                               (7,435)          (13,220)
Exchange difference on translation of net                     23                  2

                                                 ________________  ________________
Total recognised gains and losses
  relating to the financial year                          (7,412)          (13,218)
                                                 ________________  ________________



Group Balance Sheet
As at 31 December 2002


                                     31 December        31 December
                                            2002               2001
                                           #'000              #'000
Fixed assets
Intangible assets                            585                  -
Tangible assets                              539                752
Investments                                    -                  -
                                 _______________  _________________
                                           1,124                752
                                 _______________  _________________
Current assets
Debtors                                    3,851              4,514
Investments                               17,842             29,268
Cash                                       3,100                135
                                 _______________  _________________
                                          24,793             33,917
                                 _______________  _________________
Creditors: amounts falling due
  within one year                        (6,768)            (8,130)

                                 _______________  _________________
Net current assets                        18,025             25,787
                                 _______________  _________________
Total assets less current                 19,149             26,539
  liabilities
                                 _______________  _________________
Capital and reserves
Equity share capital                       1,227              1,224
Share premium account                     46,160             46,137
Other reserve                             22,922             22,922
Profit and loss account                 (51,160)           (43,744)
                                 _______________  _________________
Equity shareholders' funds                19,149             26,539
                                 _______________  _________________



Group Statement of Cashflows
For the year ending 31 December 2002

                                               31 December      31 December
                                                      2002             2001
                                 Notes               #'000            #'000

Net cash outflow from
  operating activities              2              (8,017)          (9,224)
                                        __________________ ________________
Returns on investment and
  servicing of finance
Interest received                                      941            2,257
                                        __________________ ________________
                                                       941            2,257
                                        __________________ ________________
Taxation
Tax paid                                             (174)            (135)
Consortium relief received                              54              137
                                        __________________ ________________
                                                     (120)                2
Capital expenditure and                 __________________ ________________
  financial investment
Payments to acquire tangible
  fixed assets                                       (209)          (2,853)
                                        __________________ ________________
                                                     (209)          (2,853)
                                        __________________ ________________
Acquisitions and disposals
Payment to acquire subsidiary
   undertaking                                     (1,056)            (828)
                                        ____________________ ______________
                                                   (1,056)            (828)
                                        ____________________ ______________
Net cash outflow before management
  of liquid resources and financing                (8,461)         (10,646)
Management of liquid resources
Purchase of interest bearing investments          (28,877)          (5,085)
Sale of interest bearing investments                40,303           15,206
                                        __________________ ________________
                                                    11,426           10,121
                                        __________________ ________________
Increase/(decrease) in cash in the
  year                                               2,965            (525)
                                        __________________ ________________


Reconciliation of Net Cashflows to Movement in Net Funds

                                               31 December      31 December
                                                      2002             2001
                                                     #'000            #'000

Increase/(decrease) in cash in the year             2,965            (525)
Purchase of interest bearing investments            28,877            5,085
Sale of interest bearing investments              (40,303)         (15,206)
                                        __________________ ________________
Movement in net funds in the year                  (8,461)         (10,646)
Net funds at 1 January 2002                         29,403           40,049
                                        __________________ ________________
Net funds at 31 December 2002                       20,942           29,403
                                        __________________ ________________



Notes to the Interim Statement


1.  Basis of preparation

 The accounts are prepared in accordance with accounting
 policies adopted in the preparation of the accounts for
 the year to 31 December 2001 and which are set out in the
 Company's Annual Report.

 In  preparing  the  financial statements  for  the  current
 year,  the  group has adopted FRS 18 'Accounting Policies',
 FRS  19  'Deferred Tax' and  the  transitional arrangements
 of  FRS  17  'Retirement Benefits' relating  to  accounting
 period  ending on or after 22 June 2002.  The  adoption  of
 FRS  19  has resulted in a change in accounting policy  for
 deferred  tax.   Deferred  tax  is  recognised  on  a  full
 provision basis. Previously, deferred tax was provided  for
 on  a  partial provision  basis, whereby provision was made
 on  all  differecnces to the extent that they were expected
 to  reverse in the future without replacement.  Adoption of
 FRS  18  and FRS 19 has not required any revisions  to  the
 financial statements in either the current or prior years.

 The  abridged results for the 12 months to 31 December 2002
 do  not constitute statutory accounts within the meaning of
 the  Companies  Act  1985.  The  auditor's  report  on  the
 Statutory  Accounts for the 12 months to 31  December  2001
 was  unqualified  and did not contain any  statement  under
 Section   237  of  that  Act.  These  accounts  have   been
 delivered to the Registrar of Companies.

2.  Reconciliation of operating loss to net cash flow
    from operating activities

                                             12 months to      12 months to
                                              31 December       31 December
                                                     2002              2001
                                                    #'000             #'000

    Operating loss                                (8,214)          (15,308)
                                           ______________ _________________
    Depreciation of tangible fixed assets             350               799
    Impairment of tangible fixed assets               464             1,902
    Amortization of goodwill                          100                 -
    Impairment of intangible fixed assets               -             1,211
    Foreign exchange adjustment to
      tangible fixed assets                          (11)                 -
    Decrease in debtors                            1,018                504
    (Decrease)/increase in creditors              (1,724)             1,668
                                           ______________ _________________
    Net cash outflow from operating
      activities                                  (8,017)           (9,224)
                                           ______________ _________________


3. Tax
a) Tax on loss on ordinary activities
                                                     2002              2001
                                                     #000              #000
                                          _______________ _________________
    Corporation tax at 30%                          (146)             (135)
    Double tax relief                                 146               135
                                          _______________ _________________
    Foreign tax paid                                (146)             (135)
    Foreign corporation taxes                        (16)              (23)
                                          _______________ _________________
                                                    (162)             (158)
                                          _______________ _________________


   The  group was a consortium under the provisions  of  the
   Income  and  Corporation Taxes Act 1998 and was  entitled
   to  surrender its tax losses to consortium members. Under
   an  agreement with these consortium members the group was
   entitled  to charge for the surrender of these losses  at
   the  prevailing  corporation tax rate. On flotation,  the
   group  ceased  to  fulfil the rules governing  consortium
   companies and hence such surrender ceased.

b) Factors affecting current tax charge
                                                       2002            2001
                                                       #000            #000
                                                ___________   _____________
    Loss on ordinary activities before tax           (7,273)       (13,062)
                                                 ___________  _____________
    Loss on ordinary activities multiplied by
      the standard rate of corporation tax in
      the UK of 30% (2001: 30%)                      (2,182)         (3,918)

    Expenses not deductible for tax purposes
      (including amortisation and impairment
      of goodwill)                                       202            487

    Accelerated capital allowances                     (130)            350

    Higher taxes on foreign earnings                      14             20

    Losses arising in the year not relievable          2,258          3,219
      against current tax

                                                 ___________  _____________
    Total current tax charge (note 3a)                   162            158
                                                 ___________  _____________


c) Factors that may affect future tax charges
   Since  no  deferred  tax  has  been  recognised  in   the
   financial statements, future profits will not be  subject
   to  corporation  tax  until such  losses,  which  at  the
   balance sheet date amounted to #33m, have been used up.

d) Deferred tax
   No  deferred  tax has been booked due to the availability
   of  tax  losses of approximately #33m (2001:  #26million)
   available  for  carrying forward against future  profits.
   There  is  no potential deferred tax on fixed assets  due
   to   accelerated  capital  allowances,  because  the  tax
   written down value of eligible assets is higher than  the
   value carried in the balance sheet.

4. Loss per share
   The  calculation of loss per ordinary share for the year,
   is  based  on  losses  of #7,435,000 and  on  122,129,859
   ordinary  shares  being the weighted  average  number  of
   ordinary  shares in issue during the year after excluding
   the  shares owned by the Music Choice Europe plc Employee
   Benefit Trust.

   The  calculation of loss per ordinary share for the  year
   to  31  December  2001 is based on losses of  #13,220,000
   and  on  121,689,734 ordinary shares being  the  weighted
   average  number  of ordinary shares in issue  during  the
   year  after  excluding  the shares  owned  by  the  Music
   Choice Europe plc Employee Benefit Trust.

   The   loss  attributable  to  ordinary  shareholders  and
   weighted  average  number  of  ordinary  shares  for  the
   purpose  of calculating the diluted earnings per ordinary
   share are identical to those used for basic earnings  per
   ordinary  share.  This is because the exercise  of  share
   options  would have the effect of reducing the  loss  per
   ordinary  share and is therefore not dilutive  under  the
   terms of FRS14.



                                                       2002           2001
                                                       #000           #000
                                             ______________  _____________

    Loss on ordinary activities after taxation      (7,435)       (13,220)

                                             ______________  _____________
                                                    No. 000        No. 000
                                             ______________  _____________

    Weighted average number of ordinary shares      122,130        121,689

                                             ______________  _____________
                                                      Pence          Pence
                                                  per share      per share

    Loss per share - basic and diluted               (6.09)        (10.86)
                                             ______________  _____________



5. Analysis of net funds
                                        At 1                         At 31
                                     January                      December
                                        2002       Cashflow           2002
    Group                               #000           #000           #000
                                 ___________  _____________  _____________
    Investment in money market
      fund                            24,183       (22,470)          1,713
    Fixed term deposits                5,085         11,044         16,129
                                 ___________  _____________  _____________
    Investments                       29,268       (11,426)         17,842
    Cash at bank and in hand             135          2,965          3,100
                                 ___________  _____________  _____________
                                      29,403        (8,461)         20,942
                                 ___________  _____________  _____________



6.  Reconciliation of shareholders' funds

                                                                     Profit
                                   Share     Share        Other    and loss
                                 Capital   Premium      Reserve     account       Total
    Group                          #'000     #'000        #'000       #'000       #'000
                                ________  ________   __________  __________   _________
    At 31 December 2002            1,224    46,137       22,922    (43,744)      26,539
    Shares issued to
      Employee Benefit Trust           3        23            -        (26)           -
    On grant of LTIP awards            -         -            -          22          25
    Exchange difference on
      translation of net
      assets of subsidiary
      undertaking                      -         -            -          23          20
    Loss for the year                  -         -            -     (7,435)     (7,435)
                                ________  ________   __________  __________   _________
    Balance at 31 December 2002    1,227    46,160       22,922    (51,160)      19,149
                                ________  ________   __________  __________   _________



7. Post Balance Sheet Events

   On 24 February 2003, Simon Bazalgette and Jonathan Apps
   resigned.  Compensation amounting to #228,000 in total was
   agreed to be paid.

8. Music Choice will not be paying a dividend in respect of
   the year to 31 December 2002.
   The Board will continue to review the Group's dividend
   policy as appropriate.

9. Copies of the 2002 Report and Accounts will be  sent
   to  shareholders  in due course.  Further  copies  will  be
   available from the registered office of Music Choice Europe
   plc, Fleet House, 57-61 Clerkenwell Road, London EC1M 5AR.



INDEPENDENT  AUDITORS' REPORT TO THE MEMBERS OF  MUSIC  CHOICE
EUROPE PLC

We  have audited the group's financial statements for the year
ended  31  December 2002 which comprise Group Profit and  Loss
Accounts,  Group Balance Sheet, Company Balance  Sheet,  Group
Statement  of Total Recognised Gains and Loss and the  related
notes.  These financial statements have been prepared
on  the basis of the accounting policies set out therein.   We
have   also   audited  the  information  in   the   Directors'
Remuneration Report that is described as having been audited.

This  report  is made solely to the company's  members,  as  a
body,  in  accordance with Section 235 of  the  Companies  Act
1985.   Our  audit work has been undertaken so that  we  might
state  to  the company's members those matters we are required
to  state  to  them in an auditors' report and  for  no  other
purpose.   To the fullest extent permitted by law, we  do  not
accept  or  assume  responsibility to anyone  other  than  the
company  and  the company's members as a body, for  our  audit
work, for this report, or for the opinions we have formed.

Respective responsibilities of directors and auditors

The  directors'  responsibilities  for  preparing  the  Annual
Report,  the Directors' Remuneration Report and the  financial
statements  in accordance with applicable United  Kingdom  law
and  accounting  standards are set out  in  the  Statement  of
Directors' Responsibilities.

Our  responsibility is to audit the financial  statements  and
the  part of the Directors' Remuneration Report to be  audited
in accordance with relevant legal and regulatory requirements,
United Kingdom Auditing Standards and the Listing Rules of the
Financial Services Authority.

We  report  to  you  our opinion as to whether  the  financial
statements give a true and fair view and whether the financial
statements and the part of the Directors' Remuneration  Report
to  be audited have been properly prepared in accordance  with
the  Companies  Act 1985.  We also report to you  if,  in  our
opinion,  the  Directors' Report is not  consistent  with  the
financial  statements,  if the company  has  not  kept  proper
accounting   records,  if  we  have  not  received   all   the
information and explanations we require for our audit,  or  if
information  specified by law or the Listing  Rules  regarding
directors' remuneration and transactions with the group is not
disclosed.

We  review whether the Corporate Governance Statement reflects
the  company's  compliance with the seven  provisions  of  the
Combined  Code specified for our review by the Listing  Rules,
and we report if it does not.  We are not required to consider
whether  the board's statements on internal control cover  all
risks and controls, or form an opinion on the effectiveness of
the  group's corporate governance procedures or its  risk  and
control procedures.

We  read other information contained in the Annual Report  and
consider  whether it is consistent with the audited  financial
statements.   This other information comprises the  Directors'
Report,  unaudited part of the Directors' Remuneration Report,
Chairman's  Statement  and  Financial  Review  and   Corporate
Governance  Statement.  We consider the implications  for  our
report  if  we  become aware of any apparent misstatements  or
material  inconsistencies with the financial statements.   Our
responsibilities do not extend to any other information.

Basis of audit opinion

We  conducted  our  audit in accordance  with  United  Kingdom
Auditing Standards issued by the Auditing Practices Board.  An
audit  includes  examination, on a  test  basis,  of  evidence
relevant  to  the  amounts and disclosures  in  the  financial
statements and the part of the Directors' Remuneration  Report
to  be  audited.   It  also  includes  an  assessment  of  the
significant  estimates  and judgments  made  by  the
directors in the preparation of the financial statements,  and
of  whether  the  accounting policies are appropriate  to  the
group's  circumstances,  consistently applied  and  adequately
disclosed.


We  planned  and performed our audit so as to obtain  all  the
information and explanations which we considered necessary  in
order   to  provide  us  with  sufficient  evidence  to   give
reasonable  assurance that the financial  statements  and  the
part  of the Directors' Remuneration Report to be audited  are
free  from material misstatement, whether caused by  fraud  or
other  irregularity or error.  In forming our opinion we  also
evaluated   the  overall  adequacy  of  the  presentation   of
information  in the financial statements and the part  of  the
Directors' Remuneration Report to be audited.

Opinion

In  our opinion the financial statements give a true and  fair
view  of the state of affairs of the company and of the  group
as  at  31 December 2002 and of its loss of the group for  the
year then ended; and the  financial  statements  and the  part
of  the  Directors'Remuneration Report to be audited have been
properly  prepared in accordance with the Companies Act 1985.

Ernst & Young LLP
26 March 2003




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