RNS Number:4399S
Greencore Group PLC
25 November 2003

GREENCORE GROUP PLC

==============================================================================

PRELIMINARY STATEMENT OF RESULTS

Year Ended 26 September 2003

--------------------------------------------------------------------------------




FINANCIAL HIGHLIGHTS

-    Profit before tax* up 7% to Euro67.8 million

-    1% overall like-for-like sales growth, with 4% in convenience food
     divisions

-    Operating margin growth in all three divisions

-    Like-for-like operating profit* up 7%, with growth in all three divisions

-    Headline EPS* up 4% to 30.6 cent

-    Underlying headline EPS** up 19%

-    Net interest down 21% to Euro41.2 million

-    Net debt down Euro133 million to Euro430 million

-    $302 million (equivalent) raised in successful US private placement



OPERATIONAL HIGHLIGHTS

-    Another year of strong growth in UK convenience food businesses

-    Strong cash generation and solid profit growth in the ingredients and

      agribusiness division, with excellent operational performance

-    1,200 new products launched

-    Position as world's largest sandwich manufacturer consolidated

-    Capacity in UK chilled ready meal market upgraded and extended to support
     ongoing growth

-    Successful entry into UK chilled soup market



* before exceptional items and amortisation

** headline EPS adjusted for constant currency and disposals




Commenting on the results, Greencore Group Chief Executive, David Dilger, said:


"These are strong results, with underlying EPS growth of 19%.  They demonstrate
the potential of this business following the successful integration of Hazlewood 
Foods and, most notably, its complementary growth and cash generative 
characteristics.  This is our second full year of results since the acquisition 
of Hazlewood.  In both years, we have produced strong single digit like-for-like
operating profit growth and excellent cash generation, with a consequential 
significant reduction in our interest charge.

"In the year under review, our chilled and frozen division once again performed
particularly well, with 13% like-for-like operating profit growth.  In addition, 
we have again substantially reduced the Group's indebtedness.

"Greencore has been transformed over the last number of years and, as a result,
is well placed to achieve continued growth.  We look forward to the future with 
confidence."



Tuesday, 25 November 2003





For further information, please contact:


David Dilger, Chief Executive                            Tel: +353 1 605 1002
Patrick Kennedy, Chief Financial Officer                 Tel: +353 1 605 1003
Billy Murphy/Trish Morrissey, Drury Communications       Tel: +353 1 260 5000



==============================================================================

RESULTS

Like-for-like sales grew by 1% and operating margin improvement in all three
divisions led to a 7% uplift in like-for-like operating profit*.  There was a 
further significant decline in the Group's interest charge, which helped to 
offset both the negative translation impact of weaker sterling and a reduction 
of Euro9.5 million in operating profit from discontinued activities.  Profit before 
tax* grew by 7%.

Headline earnings per share* grew by 4% to 30.6c (2002: 29.4c), notwithstanding
an increase in the effective tax charge from 11% to 13%.  Underlying headline 
earnings per share*, which calculates continuing earnings at constant exchange 
rates, increased by 19% over the comparative period.

For the last two years, the Group has been heavily engaged in ensuring that
maximum value is obtained from the Hazlewood acquisition.  The results reflect 
the achievements of the Group in this regard and highlight the future potential 
of its well balanced portfolio of businesses.


DIVIDEND

As outlined in the interim statement, since the acquisition of Hazlewood Foods
in 2001, the Board maintained, rather than increased, the level of the interim 
and final dividend.  The aim was to reduce, as swiftly as possible, the 
indebtedness assumed to finance the acquisition.  These results, and the recent
successful US private placement, demonstrate the benefits of this prioritisation
and the Board intends to continue this policy for the time being.  The Board 
also decided earlier this year to rebalance the weighting between the interim 
and final dividend payments, increasing the interim dividend to reflect more 
closely the relative profitability of the first half and second half of the 
financial year. A final dividend of 7.58c per share is therefore proposed, 
making a total for the year of 12.63c, which is in line with last year's level.
Shareholders will again be offered the option of receiving dividends in the form
of cash or shares.



DIVISIONAL HIGHLIGHTS

-  The ingredients and agribusiness division performed strongly.  Operating
margins improved significantly, resulting in operating profit* of Euro45.0 million, 
up 4% on a like-for-like basis.  Irish Sugar's profitability increased modestly, 
whilst the profits of the Group's malt business increased following record 
production levels, improved margins and ongoing cost control.  The strong 
performance was achieved despite a 5% decline in turnover, principally as a 
result of a lower EU sugar quota and a stronger comparable period for the malt 
division following last year's successful de-stocking programme.

-  The chilled and frozen division had another very strong year, with operating 
profit* from continuing operations of Euro40.2 million, up 13% on a like-for-like 
basis.  Like-for-like sales grew by 5% following strong performances in most 
categories, most notably in sandwiches, ready meals and quiche.

-  The ambient grocery division increased like-for-like sales by 2% and, with
operating margin improvement, generated operating profit* of Euro16.4 million, up 
5% on a like-for-like basis.  Within this division, the mineral water and 
ambient sauce businesses performed well, the Group's UK bread business showed
modest improvement, whilst cakes and desserts had a mixed year.

*before exceptional items and amortisation



BOARD CHANGES

Pat McCann, chief executive of Jurys Doyle Hotel Group plc, has been co-opted to
the Board of Directors as a non-executive director.  He has been chief executive 
of Jurys Doyle since 2000 and is currently a member of the National Executive 
Council of IBEC, a member of the executive council of the Dublin Chamber of
Commerce and chairman of its City Business Committee.  He is a past president of
the Irish Hotels Federation and a former member of the National Tourism Council.


OUTLOOK

Further progress is anticipated in the current year.

The Group is confident that its convenience food businesses will continue to
outperform.  With number one or number two market positions in almost all of 
the categories in which it operates, the Group anticipates further good growth, 
as the demographic factors that have driven the increased demand for convenience
food in the last decade intensify.

In the chilled and frozen division, the market continues to grow and the Group
is well positioned to benefit from this growth through the market leadership 
positions and product innovation skills of its businesses. Further progress in 
this division should be underpinned by additional trade that has been gained in
sandwiches, chilled ready meals and chilled soup.  The Group remains focused on
achieving further improvements in operating margins and, in addition, is taking 
the necessary steps to address the underperformance of the chilled pizza 
business in the last two years.

In the ambient grocery division, additional trade has been gained in both the
mineral water and ambient sauces businesses.  Bread price increases are being 
implemented, whilst the operational improvements necessary at the Hull cakes 
and desserts facility should be delivered.

Raw material price inflation in the UK convenience food businesses is higher
than has been experienced for a number of years, although the Group is 
determined to offset it through price increases, product reformulation, 
efficiencies and supply chain improvements.

Another solid year is anticipated from the ingredients and agribusiness
division.  At Irish Sugar, the processing campaign has progressed well, the 
quota of the business will be 5,290 tonnes higher than last year and the full 
year's impact of the sugar price increase implemented last year will assist in 
recovering inflation in the cost base of the business.  The malt division has 
experienced higher barley prices in recent months, although malt prices are yet 
to reflect these increases fully. Nonetheless, strong operational efficiencies 
and cost management, combined with the division's sales and purchasing 
expertise, should enable a satisfactory performance to be delivered.

In addition, the Group is confident that the continued reduction in indebtedness
and improvement in the capital structure will lead to a further substantial fall 
in interest payments.

Overall, the Group has successfully addressed the challenges presented by the
Hazlewood acquisition and integration and now has a well-balanced robust 
portfolio of businesses that are well placed to achieve continued growth in the 
future.

==============================================================================

OPERATIONAL REVIEW

Ingredients and Agribusiness Division +

--------------------------------------------------------------------------------


                                                            2003              2002      Like-for-Like
                                                              Eurom                Eurom             Change

Turnover (Continuing Operations)                           504.2             539.9                -5%
Operating Profit (Continuing Operations)*                   45.0              44.2                +4%
Operating Margin                                            8.9%              8.2%

* before goodwill amortisation and exceptional items


Sugar

Irish Sugar had a satisfactory year.  Although sugar beet and other costs
increased and its sugar beet quota was reduced by 7,052 tonnes, the business 
benefited from both the price increase obtained in the second half of the 
previous year and a further price increase obtained in the year under review.  
In addition, an excellent operational performance during the processing campaign 
helped to offset the lack of sugar beet availability due to poor weather.  
By-product prices fell due to a reduction in the price of other feed products,
while fertiliser and chemical results improved compared to the prior year.

In the current financial year, the business will benefit from a full year impact
of the recent price increase and an increase in sugar quota of 5,290 tonnes, as 
recently announced by the EU.  The processing campaign has, to date, progressed 
well, whilst the flexibility and change programme, which is targeting a 
substantial reduction in manning levels and unit costs over a three year period, 
is expected to be finalised within the next number of months.

In the longer term, changes to the EU sugar regime are expected.  However, the
Group believes that the fundamental structures of the EU sugar regime will be 
retained, and that the regime will continue to enable efficient sugar 
processors to make an adequate return on the significant capital investment 
made by the industry.

Irish Sugar has, for many years, taken the necessary steps to maintain its
position as one of Europe's most efficient sugar processors.  The impending 
flexibility and change programme is a further example of this.  This focus has 
resulted, and will continue to result, in strong levels of cash flow being 
generated by the business.  The Group's strategy has been to deploy this cash 
flow into businesses which are generating significant profit growth, with a view 
to ensuring that the sugar business represents a modest proportion of total 
Group profitability by the time that any regime changes might materially
impact the profitability of European sugar processors.


Malt

The malt division increased its profitability, delivering record production
levels despite the disposal during the year of the smallest of its three Belgian 
maltings.  The improvement was driven by good margin management and the business 
also benefited from an increased contribution from Rusmalt, the joint venture 
for the supply of management services to Sun Interbrew in the Russian market.

In the current selling season, barley prices have increased in line with
international grain prices.  However, whilst a significant amount of trade is 
not impacted by these movements, elsewhere the increases have not yet been
fully reflected in higher malt prices, most particularly in export markets.
Nonetheless, strong operational efficiencies and cost management, combined with 
the division's sales and purchasing expertise, should deliver a satisfactory 
performance.


Agribusiness

Interchem delivered a solid improvement in sales and profitability, driven by
new product introductions and higher spring cereal acreage.  Drummonds had a 
strong year, the features of which were improved efficiencies, lower costs and 
a significant reduction in working capital, which offset a sales decline resulting
from poor grain yields from the 2002 harvest and a reduction in winter wheat
sowings. Profitability in Molasses advanced due to poor forage availability in 
the first half of the year, combined with good margin and overhead management.  
This increase in profitability was achieved despite a reduction in turnover
caused by the hot weather in the summer.  The Group decided to close its Armer
Salmon subsidiary during the year, following the successful sale of its site and 
surrounding lands.


Edible Oils

Trilby Trading, Ireland's leading importer and merchandiser of edible oils, had
another satisfactory year.


+ As communicated in this year's interim statement, following the disposal of
the fertiliser business, Grassland Holdings, in the second half of the previous 
financial year, the Board decided to combine the results of its remaining 
agribusinesses within the ingredients division for reporting purposes going 
forward.

==============================================================================

OPERATIONAL REVIEW

Chilled and Frozen Division

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                                                            2003              2002      Like-for-Like
                                                              Eurom                Eurom             Change

Turnover (Continuing Operations)                           613.3             635.8                +5%
Operating Profit (Continuing Operations)*                   40.2              38.7               +13%
Operating Margin                                            6.6%              6.1%

* before goodwill amortisation and exceptional items



Sandwiches

The sandwich business enhanced its position as the world's largest sandwich
manufacturer.  Good top line growth was experienced, driven by new product and 
packaging introductions and the commencement of trade with some new customers.  
Improved efficiencies and cost reduction initiatives ensured that this
growth was translated to the bottom line.

The strong growth over the last decade in the UK sandwich market is forecast to
continue and the Group's business remains very well positioned to capitalise on 
this.  It will invest in automation during the year to maintain and enhance its 
market leadership position.  Furthermore, additional trade to commence in the 
new year has been gained and whilst raw material prices are increasing, this 
gain, coupled with a strong new product development pipeline, underpins the 
Group's confidence in another excellent year in the sandwich
category.


Chilled Ready Meals

Chilled ready meals had another successful year.  The market remains buoyant,
with double-digit topline growth again experienced in spite of the hot summer 
weather.  Additional trade from several new customers was also gained during 
the year.

Capacity was well managed, with several successful initiatives undertaken to
improve efficiencies, whilst Euro16 million was spent upgrading and extending 
capacity at three of the Group's facilities.

The chilled ready meals market in the UK is forecast to continue to grow
strongly, as the frequency of purchase increases and the move to premium 
products continues.  The principal customer of the business continues to expand 
its store base, and with the successful introduction of additional capacity, 
prospects remain very attractive.


Quiche

The UK chilled quiche market has been reinvigorated over the last number of
years and the Group's quiche business had another strong year.  The market 
continues to be less impacted by seasonality, helped by product innovation and 
more frequent eating occasions, whilst the business successfully relaunched 
several of its key ranges through the year.

The prospects for the Group's quiche business remain attractive.  In common with
other UK convenience food producers, the category is experiencing raw material 
price inflation higher than levels of recent years, although this should be 
offset by price increases, product reformulation, efficiencies and supply chain
improvements.  Additional capacity is planned to be added to the quiche bakery
this year and further progress is anticipated.


Chilled Pizza

Although progress was made on several fronts, the Group's UK chilled pizza
business had a disappointing year.  Volumes from the Bedford facility, which was 
closed at the end of the previous year, and the Nelson facility, which was 
closed during the year under review, were consolidated into the Deeside facility.

However, a high level of complexity arising from the wide range of products
assumed, combined with a lack of sales growth and excessive levels of temporary 
labour, led to underperformance during the year.

Progress has been made in recent months and the Group is taking the necessary
steps to address the underperformance of this business.


Chilled Sauce and Soup

The chilled sauce market in the UK saw a slowdown during the year, with the hot
summer weather having a significant impact.  The chilled soup market, whilst 
having a quiet summer for the same reason, still grew by in excess of 20% during 
the year as customer penetration, frequency of purchase and average spend all
increased.

The business commenced supply of chilled soup to two leading retailers at the
start of the year and gained further trade during the year.  Capital expenditure 
was undertaken at the Bristol facility to support this growth.


Frozen Savoury and Desserts

Roberts, the Group's frozen savoury and dessert business, experienced a fire at
its leading savoury facility during the year.  Satisfactory insurance was in 
place and production was transferred to other Group facilities whilst the 
damaged facility was rebuilt.  All production of Yorkshire puddings has been 
transferred back into the new enhanced facility and Roberts is well positioned 
to continue its growth in this market, although recent inflation in the costs 
of its principal raw materials, most particularly egg, will need to be recovered 
or reversed.  Meanwhile, further strong growth was experienced in both the 
retail and food service frozen dessert market.


Continental Chilled

The Group's continental chilled operations, based in the Netherlands, progressed
well during the year.  Sales of sandwiches, chilled pizza and chilled sauce 
increased, as new customers were won, the new 'Borgondi' brand was launched and 
the business expanded its presence in both Belgium and Germany.
The sandwich facility at Alphen was successfully expanded during the year.


Disposals

During the year, the Group disposed of its UK chilled sausage business, J & J
Tranfield.

==============================================================================

OPERATIONAL REVIEW
Ambient Grocery Division

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                                                            2003              2002      Like-for-Like
                                                              Eurom                Eurom             Change

Turnover (Continuing Operations)                           331.4             368.5                +2%
Operating Profit (Continuing Operations)*                   16.4              17.0                +5%
Operating Margin                                            5.0%              4.6%

* before goodwill amortisation and exceptional items



Mineral Water

The Group's Scottish mineral water business had an excellent year, with
double-digit sales growth for the fifth year in succession.  Sales benefited 
from the continuing market growth and were also assisted by the hot summer 
weather, with record weekly levels achieved in August.  The business dealt very 
well with this exceptional demand and enhanced its reputation with its customer 
base accordingly.

The outlook for the business remains very strong.  Market fundamentals remain
attractive, the business has recently increased its share of trade with its 
largest customer, and a new production line, which will increase capacity and 
improve efficiencies, is being installed in the new year.


Ambient Sauces

The ambient sauce and pickle business had another successful year.  Sales grew
strongly as growth in retailer brand cooking sauces exceeded other brands for 
the first time in several years.  Price increases on certain product lines were 
achieved and two co-packing contracts with global branded manufacturers 
commenced during the year.

The outlook for this category remains positive.  Additional trade has been
gained, there are good opportunities for further co-packing growth, and the 
business plans to expand its food service offering significantly during the 
year.


Cakes and Desserts

The Group's cakes and desserts business had a mixed year.  The Christmas cake
trade was much improved on the previous year, whilst a significant number of new 
products were introduced into the Hull facility.  Additional cake trade was won, 
the trade from the Bedford chilled dessert facility was transferred to the Hull 
facility in April, whilst Yorkshire pudding production was temporarily 
transferred to Hull in January after the fire at the Roberts facility in Leeds.  
The combination of these factors led to short-term disruption and inefficiencies 
which the business is addressing.  Meanwhile, the chilled hot-eating dessert 
category was impacted by the hot summer weather.

In the current year, Christmas cake production has progressed well and whilst
initial order levels are slower than in previous years, these should be 
recovered by mid-December.  Significant raw material cost inflation
is being experienced, which the business is actively attempting to recover.


Bread and Baked Goods

Rathbones delivered a modest improvement in its results for the year as a result
of the rationalisation and cost reduction measures implemented during the year 
and in the prior year. Although UK private label bread market volumes declined 
and surplus capacity still exists in the market place, the overall UK bread 
market remained static in volume terms and increased by 5% in value terms.

The business has increased its focus on the premium segment of the market with a
series of premium product launches with a number of leading UK retailers.  The 
speciality business continued to improve, aided by new product introductions.  
Whilst one of the two hot plate bakeries of the business was destroyed by fire 
during the year, satisfactory insurance was in place, and its principal trade 
has since been consolidated into two of the Group's other bakeries.

Flour prices have increased in the last number of months.  The business is
currently in the process of implementing price increases, which should offset 
recent inflation in flour and other cost categories.


ASSOCIATES

Share of profit of associates, net of share of interest, increased 
significantly, from Euro4.2 million to Euro5.5 million. This reflected the inclusion 
of the flour and oatmeal business, Odlums, as an associate for the full year,
following its partial disposal in 2002, and its continued strong trading.  Other
associate companies also performed well.


FINANCIAL REVIEW

Net debt at 26 September 2003 was Euro430.0 million, a reduction of Euro133.2 million
from the September 2002 figure, and Euro443.7 million below the March 2001 figure, 
which was the first reporting date after the Hazlewood acquisition.  The net 
debt reduction in the last twelve months reflects the successful focus on
cash generation across the Group, as well as a translation benefit of Euro33.3
million on the sterling element of the Group's indebtedness.  Net interest 
payable reduced accordingly from Euro51.9 million to Euro41.2 million.

Following the significant improvement in the Group's credit profile since the
acquisition of Hazlewood, a private placement of US$302 million (equivalent) in 
senior notes was completed last month with nine institutional investors.  The 
notes were issued in US dollars and sterling, with the US dollar component
subsequently swapped into sterling.  They comprise 7, 10 and 12 year maturities,
with an average maturity of 9.4 years.

A net exceptional profit of Euro0.6 million was recorded during the year, net of
tax.  The exceptional cost within operating profit of Euro4.7 million relates to 
start-up inefficiencies incurred until May 2003 at the Deeside pizza facility.  
An exceptional profit of Euro3.3 million was recorded in respect of the sale or 
termination of certain Group operations during the year and the excess of 
insurance proceeds received over book value in respect of fixed assets destroyed 
by fire.  A net tax credit of Euro2.0 million arose on the exceptional items.

Significant capital investment was made in the period, most particularly in the
chilled ready meals category; capital expenditure of Euro51.6 million was incurred 
in the year, whilst the depreciation charge was Euro46.2 million.  The tax charge 
of Euro8.8 million on ordinary activities equates to an effective rate of 13%, up 
from 11% in the prior year.


Note

Like-for-like calculations exclude discontinued operations, use constant
exchange rates for comparisons and exclude sales from facilities damaged by 
fire.


==============================================================================

CONSOLIDATED PROFIT AND LOSS ACCOUNT

Year Ended 26 September 2003

--------------------------------------------------------------------------------


                                                                                 2003                      2002
                                                 Notes          Before   Amortisation       Total      Restated
                                                           exceptional            and
                                                             items and    exceptional
                                                          amortisation          items
                                                                 Euro'000          Euro'000       Euro'000         Euro'000
Turnover
Continuing operations                              1        1,448,996               -   1,448,996     1,544,190
Discontinued operations                            1           24,313               -      24,313       233,901
                                                            ----------     ----------   ----------    ----------
                                                            1,473,309               -   1,473,309     1,778,091
                                                            ----------     ----------   ----------    ----------
Operating profit before goodwill amortisation
Continuing operations                              1          101,678               -     101,678        99,881
Discontinued operations                            1            1,837               -       1,837        11,324
                                                            ----------     ----------   ----------    ----------
                                                              103,515               -     103,515       111,205

Goodwill amortisation                                               -        (21,425)     (21,425)      (21,020)
Exceptional items                                  2                -         (4,667)      (4,667)      (13,272)
                                                            ----------     ----------   ----------    ----------
Operating profit
Continuing operations                                         101,678        (26,092)      75,586        66,793
Discontinued operations                                         1,837               -       1,837        10,120
                                                            ----------     ----------   ----------    ----------
                                                              103,515        (26,092)      77,423        76,913
Share of operating profit of associated
undertakings                                                    5,804              -        5,804         4,546
                                                            ----------     ----------   ----------    ----------
                                                              109,319        (26,092)      83,227        81,459
                                                            ----------     ----------   ----------    ----------
Exceptional items                                  2
Disposal of interest in subsidiaries
- Proceeds in excess of book value                                  -              -            -         6,976
- Goodwill previously written off to reserves                       -              -            -       (11,633)
                                                            ----------     ----------   ----------    ----------
                                                                    -              -            -        (4,657)
Loss on sale/termination of operations                              -           (288)        (288)      (10,042)
Profit on disposal of fixed assets                                  -           3,583       3,583             -
                                                            ----------     ----------   ----------    ----------
                                                                    -           3,295       3,295       (14,699)
                                                            ----------     ----------   ----------    ----------
Profit/(loss) on ordinary activities before
interest and taxation                                         109,319        (22,797)      86,522        66,760
                                                            ----------     ----------   ----------    ----------

Net interest payable                                          (41,250)             -      (41,250)      (51,941)
Amortisation of issue costs of finance facility                     -         (5,324)      (5,324)       (2,918)
Share of interest payable - associates                           (307)             -         (307)         (375)
                                                            ----------     ----------   ----------    ----------
Profit/(loss) on ordinary activities before                    67,762        (28,121)      39,641        11,526
taxation
Taxation                                                       (8,809)          1,977      (6,832)          (38)
                                                            ----------     ----------   ----------    ----------
Profit/(loss) on ordinary activities after                     58,953        (26,144)      32,809        11,488
taxation
Minority interests                                             (1,298)             -       (1,298)       (1,357)
                                                            ----------     ----------   ----------    ----------
Profit/(loss) attributable to Group shareholders               57,655        (26,144)      31,511         10,131
Dividends                                          3          (23,864)             -      (23,864)      (23,721)
                                                            ----------     ----------   ----------    ----------
Retained profit/(loss)                                         33,791        (26,144)       7,647       (13,590)
                                                            ==========     ==========   ==========    ==========

Adjusted earnings per ordinary share               4                                         30.6c         29.4c

Basic earnings per ordinary share                  4                                         16.7c          5.4c
Diluted earnings per ordinary share                                                          16.6c          5.4c



==============================================================================

CONSOLIDATED BALANCE SHEET

At 26 September 2003

--------------------------------------------------------------------------------
----

                                                                                2003                      2002
                                                                               Euro'000                     Euro'000
Fixed assets
Intangible assets                                                            370,348                   391,773
Tangible assets                                                              557,633                   586,180
Financial assets                                                              16,141                    16,784
                                                                           ----------                ----------
                                                                             944,122                   994,737
                                                                           ----------                ----------
Current assets
Stocks                                                                       137,424                   137,662
Debtors                                                                      123,062                   178,974
Cash and bank balances                                                       103,494                   103,256
                                                                           ----------                ----------
                                                                             363,980                   419,892
Creditors
Amounts falling due within one year
- Bank debt                                                                  358,796                      1,522
- Other                                                                      408,974                    394,531
                                                                           ----------                ----------
                                                                             767,770                    396,053

Net current (liabilities)/assets                                            (403,790)                   23,839
                                                                           ----------                ----------
Total assets less current liabilities                                        540,332                 1,018,576
                                                                           ----------                ----------
Creditors
Amounts falling due after more than one year
- Bank debt                                                                  174,747                   664,907
- Other                                                                       24,055                    28,488
Provisions for liabilities and charges                                        40,874                     46,323
Development grants                                                             1,510                     2,332
                                                                           ----------                ----------
                                                                             241,186                   742,050
                                                                           ----------                ----------
Net assets                                                                   299,146                   276,526
                                                                           ==========                ==========
Capital and reserves
Called up share capital                                                      122,103                   121,584
Capital conversion reserve fund                                                  934                       934
Share premium account                                                         87,370                    85,847
Profit and loss account/other reserves                                        83,084                    63,535
                                                                           ----------                ----------
Shareholders' funds - equity interests                                       293,491                   271,900
Minority interests - equity interests                                          5,655                     4,626
                                                                           ----------                ----------
                                                                             299,146                   276,526
                                                                           ==========                ==========



==============================================================================

CONSOLIDATED CASH FLOW STATEMENT

Year Ended 26 September 2003

--------------------------------------------------------------------------------


                                                                                2003                      2002
                                                                               Euro'000                     Euro'000

Operating activities
Operating profit                                                              77,423                    76,913
Non cash items
- Depreciation                                                                46,227                    57,351
- Amortisation                                                                20,021                    19,454
- Other (including translation differences)                                   (5,976)                  (12,372)
Changes in working capital                                                    40,421                    48,247
                                                                           ----------                ----------

Cash flow from operating activities                                          178,116                   189,593
Dividends from associates                                                      5,323                     3,159
Returns on investments and servicing of finance                              (34,951)                  (70,941)
Taxation                                                                       4,119                    (3,718)
Purchase of tangible fixed assets                                            (51,570)                  (46,619)
Disposal of tangible fixed assets and termination of operations               12,762                    14,912
Disposal of subsidiary and associated undertakings                                 -                    55,203
Net debt disposed of on disposals                                                  -                     37,740
Equity dividends paid                                                        (13,739)                  (23,668)
                                                                           ----------                ----------

Cash flow before financing                                                   100,060                   155,661

Financing                                                                   (126,580)                 (298,766)
                                                                           ----------                ----------

Decrease in cash and liquid resources in period                              (26,520)                 (143,105)
Cash flow from decrease in debt and lease financing                          126,839                   300,522
                                                                           ----------                ----------

Change in net debt resulting from cash flow                                  100,319                   157,417
Loans and finance leases disposed with subsidiaries                                -                        24
Finance leases                                                                  (457)                   (2,678)
Translation differences                                                       33,262                     4,702
                                                                           ----------                ----------

Movement in net debt in year                                                 133,124                   159,465
Net debt at start of year                                                   (563,173)                 (722,638)
                                                                           ----------                ----------
Net debt at end of year                                                     (430,049)                 (563,173)
                                                                           ==========                ==========



==============================================================================

STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES

Year Ended 26 September 2003

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                                                                                2003                      2002
                                                                               Euro'000                     Euro'000

Profit for year attributable to Group shareholders                            31,511                    10,131
Exchange adjustments                                                          11,902                     2,531
                                                                           ----------                ----------
Total recognised gains for the year                                           43,413                    12,662
Prior year adjustments                                                             -                     1,600
                                                                           ----------                ----------
Total gains and losses recognised since last annual report                    43,413                    14,262
                                                                           ----------                ----------



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NOTES TO THE FINANCIAL STATEMENTS

Year ended 26 September 2003

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1. Analysis of Results

                                                 2003                                      2002
                                                                                           Restated
                               Turnover    Operating profit           Turnover   Operating profit
                                       Pre goodwill Post goodwill             Pre goodwill Post goodwill
                                      & exceptional & exceptional            & exceptional & exceptional
                                  Euro'000       Euro'000         Euro'000        Euro'000       Euro'000         Euro'000




 BY ACTIVITY



 Continuing operations

Ingredients and                  504,222       45,041        45,020      539,880       44,210        43,272
Agribusiness

Chilled and Frozen               613,327       40,228        19,319      635,770       38,670        16,253

Ambient  Grocery                 331,447       16,409        11,247      368,540       17,001         7,268

                               ---------    ---------     ---------    ---------    ---------     ---------

                               1,448,996      101,678        75,586    1,544,190       99,881        66,793

                               ---------    ---------     ---------    ---------    ---------     ---------




Discontinued operations
Ingredients and                    3,410            -             -       76,173        4,602         4,602
Agribusiness

Chilled and Frozen                20,903        1,837         1,837       80,069        3,827         2,623

Ambient  Grocery                       -            -             -       77,659        2,895         2,895

                               ---------    ---------     ---------    ---------    ---------     ---------

                                  24,313        1,837         1,837      233,901      11,324        10,120

                               ---------    ---------     ---------    ---------    ---------     ---------

Total                          1,473,309      103,515        77,423    1,778,091      111,205        76,913
                               ---------    ---------     ---------    ---------    ---------     ---------





BY GEOGRAPHICAL MARKET


Results by origin


Continuing operations
UK and Rest of World           1,124,420       70,774        44,703    1,199,562       69,611        37,461
Republic of Ireland              324,576       30,904        30,883      344,628       30,270        29,332
                               ---------    ---------     ---------    ---------     --------     ---------

                               1,448,996      101,678        75,586    1,544,190       99,881        66,793
                               ---------    ---------     ---------    ---------     --------     ---------




Discontinued operations
UK and Rest of World              20,903        1,837         1,837      107,317        3,933         2,749
Republic of Ireland                3,410            -             -      126,584        7,391         7,371
                               ---------    ---------     ---------    ---------     --------     ---------

                                  24,313        1,837         1,837      233,901       11,324        10,120
                               ---------    ---------     ---------    ---------     --------     ---------

Total                          1,473,309      103,515        77,423    1,778,091      111,205        76,913

                               ---------    ---------     ---------    ---------     --------     ---------






Turnover by destination



Continuing operations
UK and Rest of World           1,150,819                                1,218,448

Republic of Ireland              298,177                                  325,742

                               ---------                                ---------

                               1,448,996                                1,544,190

                               ---------                                ---------




Discontinued operations
UK and Rest of World              20,903                                  119,217

Republic of Ireland                3,410                                  114,684

                               ---------                                ---------

                                  24,313                                  233,901

                               ---------                                ---------



Total                          1,473,309                                1,778,091

                               ---------                                ---------


 The comparative amounts have been restated to reflect discontinued activities.



2. Exceptional Items

A net exceptional profit of Euro0.61 million was recorded net of tax. The
exceptional cost within operating profit of Euro4.67 million is in respect of 
commissioning projects undertaken until May 2003 at the Deeside pizza facility. 
A net exceptional loss of Euro0.29 million was recorded in respect of the sale or
termination of certain Group operations during the year.  In addition, a profit 
of Euro3.58 million was recorded on the excess of insurance proceeds received over 
book value in respect of fixed assets destroyed by fire. A net tax credit of 
Euro1.98 million was recorded on exceptional items.


3. Dividends

The proposed final dividend per share of 7.58c (2002: 8.25c) is payable on 30
March 2004 to shareholders on the Register of Members at 5 December 2003.   An 
interim dividend of 5.05c (2002: 4.38c) was paid on 30 September 2003.


4. Earnings per Share

The calculation of adjusted earnings per share is after elimination of the
exceptional credit of Euro0.61 million (after tax relief: Euro1.98 million), goodwill 
amortisation of Euro21.43 million (tax relief: nil) and amortisation of acquisition 
finance facility costs of Euro5.32 million (tax relief: nil). The calculation of 
adjusted earnings per share in 2002 is after elimination of exceptional charges 
of Euro21.04 million (tax relief: Euro6.93 million), goodwill amortisation of Euro21.02 
million (tax relief: nil) and amortisation of acquisition finance facility costs 
of Euro2.92 million (tax relief: nil).   The calculation of basic earnings per
share is based on a profit of Euro31.51 million (2002: profit of Euro10.13 million).
Both the calculation of adjusted EPS and basic EPS are based on 188.6 million 
ordinary shares (2002: 187.4 million), being the weighted average number of
ordinary shares in issue during the period.  The calculations of earnings per
share exclude 4.9 million treasury shares arising from the share repurchase 
programme.


5. Accounting Policies

The foregoing accounts are prepared on the basis of the accounting policies set
out in the 2002 annual report.


The annual report and accounts will be circulated to shareholders in January
2004, prior to the Annual General Meeting to be held on 5 February 2004 in 
Jury's Hotel, Ballsbridge, Dublin 4.

By order of the Board, C.M. Bergin, Company Secretary, 25 November 2003.
Greencore Group plc, St Stephen's Green House, Earlsfort Terrace, Dublin 2.


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