Re Joint Venture

Aviva PLC
22 November 2005




News release


22 November 2005


                   Aviva announces joint venture with AIB


Aviva plc ('Aviva') today announces a new bancassurance joint venture in Ireland
between its wholly-owned Irish subsidiary, Hibernian Group plc ('Hibernian'),
and Allied Irish Banks plc ('AIB').  This will create a leading force in the
Irish life and pensions market and bring further opportunities for growth in
this market.

•         The agreement creates a new channel for business that is complementary
to Hibernian's highly successful intermediary distribution network, by providing
exclusive access to Ireland's largest retail bank with over 280 retail outlets
and 1.6 million customers.

•         The joint venture brings together Hibernian Life & Pensions Ltd 
('Hibernian Life & Pensions'), the third largest company in the Irish long-term
savings market, and AIB-owned Ark Life Assurance Company Ltd ('Ark Life'), the
fourth largest.

•         Hibernian will own 75.01% of the new combined operation, with a
pro-forma estimated Embedded Value on a European Embedded Value basis for the
new operation of €1,326 million as at 31 December 2004.

•         Sales on an annual premium equivalent basis ('APE') from the combined
entities were €226 million on a pro-forma basis for 2004.

•         The management of the investments of current Ark Life policyholders,
which totalled €2.6 billion as at 31 December 2004, will transfer to Hibernian
Investment Managers Ltd ('HIM'), a wholly-owned subsidiary of Morley Fund
Management, Aviva's UK-based fund management business.

•         The exclusive bancassurance distribution agreement with AIB is for
five years and may be renewed for further five-year periods up to 2031.

•         The vehicle for the joint venture will be Hibernian Life Holdings Ltd
('HLH'). HLH is the parent company of Hibernian Life & Pensions. HLH will
acquire all the shares of Ark Life from AIB in exchange for a 24.99% stake in
HLH and a balancing cash payment of €195.4 million. The cash payment also
reflects the management of Ark Life funds by HIM.  A further deferred cash
payment of up to €10 million is payable subject to the fulfilment of certain
performance criteria.

Philip Scott, executive director, Aviva Life International, said:  'Aviva is one
of the leading providers of life and pensions products in Europe.  By leveraging
our extensive international experience in bancassurance we aim to become the
major player in the bancassurance market in Ireland.  We are delighted to be in
partnership with AIB where the combination of our long-term savings expertise
and AIB's retail strength positions us well for future growth.'

Bryan Jenkins, chief executive, Hibernian, said:  'This is a transformational
deal for Hibernian.   Joining forces with Ireland's biggest retail bank confirms
our position as a leading life company in Ireland.  This partnership will bring
us broader distribution capability, building on the already strong relationship
we have with our broker partners.  It provides us with an opportunity to
significantly grow our life business while achieving operational economies of
scale by bringing the two companies together.  The deal will offer customers
greater product choice and access to a wider range of fund options and managers,
which will be available through the AIB network from mid-2006.'

Donal Forde, managing director, AIB Republic of Ireland, said:  'Since 1991, AIB
has built an extremely successful bancassurance business through Ark Life. This
joint venture marks the formation of a new leading player in the life, pensions
and investments market in Ireland.  In combining the proven distribution
capability of AIB with the international bancassurance experience of Aviva, we
believe that we have devised an innovative formula that will provide a
comprehensive range of quality products to our customers.'

The new joint venture will employ approximately 800 staff.  Tony O'Riordan,
currently managing director of Hibernian Life & Pensions, will become managing
director of the joint venture.

Completion of the transaction is subject to the approval of the European
Commission and the Financial Regulator.  The deal is expected to complete in the
first quarter of 2006.  Hibernian General Insurance Limited does not form part
of the transaction and remains wholly-owned by Aviva plc.

                                    - ends -

Enquiries:

Analysts/Investors:
Charles Barrows, investor relations director              [phone]
Nicole Marques, investor relations manager                [phone]



Media:
Hayley Stimpson, director of external affairs (Aviva)       [phone]
Sue Winston, head of group media relations (Aviva)          [phone]
Kela O'Riordan, group media relations manager (Hibernian)   [phone]
Rob Bailhache, Financial Dynamics                           [phone]



Notes to editors:

Hibernian

•       Hibernian is Ireland's largest composite insurer, ranked first for
general insurance and third for life and pensions by premiums.  It is a
wholly-owned subsidiary of Aviva plc, one of Europe's leading insurance
providers.

•       The Embedded Value of Hibernian Life & Pensions on a European Embedded
Value basis ('EEV') was €859 million as at 31 December 2004 and the company
wrote €817 million of new business on a present value of new business premiums
('PVNBP') basis in the 12 months to 31 December 2004.  Sales on an annual
premium equivalent ('APE') basis for the 12 months to 31 December 2004 were
€126m.

•       The operating profit of the Hibernian Group, including Hibernian General
Insurance, was €282 million as at 31 December 2004 and gross assets on an EEV
basis were €10,075 million as at 31 December 2004.

AIB

•       AIB Group is Ireland's leading financial services company with over 800
offices and over 22,800 full time employees worldwide. Its activities are
conducted through 4 operating divisions - AIB Republic of Ireland, AIB Bank GB &
NI, AIB Capital Markets and AIB Poland (70.5% shareholding in Bank Zachodni WBK
S.A.). Its main operations in the US are carried out through its interest in M&T
Bank Corporation in which it has a 23.3% shareholding.

•       At 31st December 2004, AIB Group recorded pre-tax profits of €1.43
billion, with total assets of €102.24 billion

Ark Life

•       Ark is the exclusive provider of life and pensions retail product to
AIB's retail bank in the Republic of Ireland. The company distributes through
AIB's branch network of over 280 retail outlets, serving 1.6 million customers.

•       Ark Life was established in 1991 and has been at the forefront of the
development of bancassurance within the Irish market.

•       The Embedded Value of Ark Life as at 31 December 2004 was €467 million
(adjustments to bring this figure in line with Aviva's European Embedded Value
principles are not expected to change this figure materially). The company wrote
€100 million of new business on an annual premium equivalent ('APE') basis in
the 12 months to 31 December 2004.

•       The operating profits of Ark were €55 million in the 12 months to 31
December 2004 and the profit before tax was €72 million.

•       The gross assets of Ark were €4,779 million as at 30 June 2005.

Aviva and bancassurance

•       Aviva is one of the leading providers of life and pensions to Europe and
has substantial positions in other markets around the world, making it the
world's sixth largest insurance group based on gross worldwide premiums.



•       Aviva's principal business activities are long-term savings, fund
management and general insurance, with worldwide premium income and retail
investment sales from continuing operations of £40 billion and assets under
management of £280 billion.

•        The Aviva media centre at www.aviva.com/media includes corporate
profiles, images, company and product information, and a news release archive.



•      Aviva has significant experience in bancassurance with sales from this
channel accounting for almost 26% of the group's life and pension sales for the
nine months to 30 September 2005. The group has the following major
bancassurance arrangements:

-     Spain: Partnerships with five leading Spanish savings banks, giving access
to 4,000 branches and approximately 10 million customers

-     Italy: Partnerships with UniCredit Group, Banca Popolare Italiana Group,
Banca delle Marche and Gruppo BPU, and distribution agreement with a number of
smaller banks, in aggregate giving access to over 5.5 million customers through
more than 3,300 branches

-     Singapore: Partnership with DBS (Development Bank of Singapore) giving
access to approximately 4 million customers for life and general insurance
products

-     Hong Kong: Partnership with DBS giving access to approximately 1 million
customers for life and general insurance products

-     France: Partnership with Credit du Nord which has access to 600 branches
and 1.3 million customers

-     India: Distribution agreements with 17 banks giving access to over 37
million customers

-     The Netherlands: Partnership with ABN AMRO gives access to over 5 million
customers through ABN AMRO's nationwide network of 570 branches

-    UK: Partnership with The Royal Bank of Scotland giving access to more than
2,200 branches and 15 million customers for life and pensions products.



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