HSBC HOUSEHOLD ACQUISITION

HSBC Holdings PLC
14 November 2002

HSBC TO ACQUIRE HOUSEHOLD INTERNATIONAL


HSBC Holdings plc ("HSBC") and Household International, Inc. ("Household") have
reached agreement for HSBC to acquire Household.

Under the terms of the merger agreement, which has been approved by each
company's board of directors, Household common shareholders will be entitled to
receive 2.675 HSBC ordinary shares or 0.535 HSBC American Depositary Shares for
each share of Household common stock. The consideration is valued at
approximately US$30.04 per Household share, based on the closing price of a HSBC
ordinary share on the London Stock Exchange of £7.07 (approximately US$11.23) on
13 November 2002. On this basis the total consideration for the current
outstanding Household common stock is approximately US$14,242 million
(approximately £8,967 million). The HSBC shares to be issued in exchange for
Household common shares will result in an increase in the issued share capital
of HSBC of approximately 13.38%.

Options over shares of Household common stock granted under various Household
option plans will be converted into options over HSBC ordinary shares. Certain
of Household's outstanding preferred stock will be redeemed by Household
pursuant to their respective terms. The remaining series of Household's
outstanding preferred stock will be converted in the acquisition into the right
to receive from HSBC cash in an aggregate amount of US$1,100 million.

The agreement is subject to a number of conditions including the approval of the
shareholders of HSBC and Household, and regulatory and other consents and
approvals in the USA, Canada, the UK and other relevant jurisdictions. The
acquisition is expected to be completed during the first quarter of 2003. Upon
completion, Household will become a wholly-owned subsidiary of the HSBC Group.

The acquisition:

* Meets HSBC's stated objective of growing consumer assets, adding a significant
business with over 50 million customers worldwide and total owned assets as at
30 September 2002 of US$101 billion.

* Improves the geographic balance of HSBC's earnings, significantly increasing
the   contribution from North America.

* Delivers national coverage in the USA for consumer lending, credit cards and
credit insurance with approximately 1,400 offices in 46 States.

* Creates a top 10 credit card player globally.

* Offers exciting opportunities to extend Household's business model into
countries and territories currently served by HSBC.

* Broadens the product range available to the enlarged customer base.

* Provides the opportunity for significant funding, cost and revenue synergies.

The combination of businesses is expected to produce cost savings in the areas
of information technology, administrative support and the consolidating of card
processing. The acquisition is expected to be accretive to earnings per share
for 2003.

Sir John Bond, HSBC Group Chairman, said: "This is a great opportunity for us to
strengthen both HSBC and Household's businesses in a way that benefits both sets
of shareholders and is consistent with HSBC's strategic objectives. This deal
brings together one of the world's most successful deposit gatherers with one of
the world's largest generators of assets. It is an extremely good match.

"Household will bring over 50 million customers in North America and provide
coverage throughout the USA. We also welcome into the Group a talented
management team which has created one of the best-in-class technology and
marketing platforms in financial services."

William F. Aldinger, Chairman and CEO of Household, said: "The opportunities
within Household to build our business are significantly enhanced through the
financial strength and extensive product range which HSBC brings. In particular,
we look forward to the opportunity to be able to refer up to HSBC those of our
customers who might otherwise be lost to the traditional banking sector as their
financial circumstances allow. They will have the opportunity to stay within our
enlarged group.

"We also see great potential from combining HSBC's strong relations in lending,
cash management and trade services to the retail trade sector with our
partnering relationships in private label credit cards."

Description of businesses

Founded in 1878, Household is a leading provider of consumer loans, credit
cards, auto finance and credit insurance to over 50 million customers across the
USA, the UK and Canada.

Household is the largest independent consumer finance company in the USA. It is
also the country's second largest third-party issuer of private label credit
cards and eighth largest issuer of MasterCard and Visa credit cards. Household
is the USA's fourth largest provider of credit insurance.

In the UK and Ireland, with over 200 branches operating under the HFC and
Beneficial brand names, Household is a leading provider of consumer loans,
retail finance and credit cards. In Canada, Household has 110 branches in 10
provinces offering a range of consumer financial services.

The following table sets out selected consolidated financial information of
Household (in US$ millions) which has been extracted from its filings with the
US Securities and Exchange Commission:
                                                 Six months ended                Year ended                Year ended

                                                          30Jun02                   31Dec01                   31Dec00
Total common shareholders' equity                         8,661.2                   7,842.9                   7,667.2
Income before income taxes                                1,502.6                   2,818.4                   2,499.5
Net income                                                  998.4                   1,847.6                   1,630.6

Household is listed on the New York Stock Exchange.

Headquartered in London, HSBC is one of the largest banking and financial
services organisations in the world. At 30 June 2002, the HSBC Group had total
assets of US$746 billion and total capital resources of US$55 billion.

The HSBC Group's international network comprises more than 7,000 offices in 81
countries and territories, operating in the Asia-Pacific region, Europe, the
Americas, the Middle East and Africa. HSBC is the largest foreign-owned bank in
the USA, where the Group's origins date back to 1850. HSBC's principal operating
entity in the USA, HSBC Bank USA, has the largest branch network in New York
State.

HSBC is listed on stock exchanges in London, Hong Kong, New York and Paris. Its
shares are held by around 190,000 shareholders in some 100 countries and
territories.

Through a global network linked by advanced technology, the Group provides a
comprehensive range of financial services: personal, commercial, investment and
private banking; trade services; cash management; treasury and capital markets
services; insurance; consumer and business finance; pension and investment fund
management; trustee services; and securities and custody services.

Further information on Household and HSBC is set out in Appendices 1 and 2 which
form part of this announcement.

Details of the acquisition

Structure

The acquisition will be effected in accordance with the terms of a merger
agreement entered into today between HSBC, a wholly-owned subsidiary of HSBC,
and Household, which provides for Household to be merged with that subsidiary of
HSBC. Following the merger Household will be a wholly-owned subsidiary of HSBC
Group.

Terms and consideration

Under the terms of the merger agreement Household common shareholders will
receive 2.675 new HSBC ordinary shares for each share of Household common stock,
equivalent to approximately US$30.04 per Household share based on the closing
price of a HSBC ordinary share on the London Stock Exchange of £7.07
(approximately US$11.23) on 13 November 2002. Household shareholders will have
the right to elect to receive instead 0.535 HSBC American Depositary Shares per
share of common stock of Household. Each American Depositary Share represents
five ordinary shares of HSBC. The merger is expected to be tax-free for common
shareholders of Household under US tax law.

Holders of Household common stock will receive the regular Household quarterly
dividend payable in January 2003 and will be entitled to receive the benefit of
the HSBC second interim dividend in respect of 2002, which is expected to be
paid to HSBC shareholders in May 2003.

Based on the current outstanding Household common stock, 1,268,260,653 new
ordinary shares of US$0.50 each of HSBC will be issued as consideration
representing a total consideration of approximately US$14,242 million
(approximately £8,967 million) based on the closing price of a HSBC share on the
London Stock Exchange on 13 November 2002.

The outstanding options to purchase 21,366,370 shares of Household granted under
various Household option plans will be assumed by HSBC and converted into
options to purchase shares of HSBC (and the per share exercise prices will be
adjusted) based on the exchange ratio for the underlying common shares as
described above.

Certain series of Household's outstanding preferred stock will be redeemed by
Household pursuant to their respective terms at their liquidation value (103% of
liquidation value in the case of the US$4.50 Cumulative Preferred Stock) at an
aggregate cost of approximately US$115 million, plus accrued but unpaid
dividends. The remaining series of Household's outstanding preferred stock will
be converted in the acquisition into the right to receive from HSBC cash in an
amount equal to their liquidation value (in an aggregate amount of US$1,100
million) plus accrued but unpaid dividends, unless a holder instead exercises
statutory appraisal rights to receive the judicially appraised value of his
shares of such preferred stock. Outstanding Trust Preferred Stock guaranteed by
Household and outstanding Household indebtedness will remain outstanding as
obligations of Household following the acquisition. Pursuant to their terms, the
outstanding Household 8.875% Adjustable Conversion-Rate Equity Units will also
remain outstanding, with the purchase contracts that form a portion of such
Units becoming contracts to purchase HSBC ordinary shares in lieu of Household
shares.

Assuming full exercise of all the aforementioned options and Units, up to a
maximum of 124,832,539 additional HSBC ordinary shares could potentially be
issued as a result of the acquisition.

The consideration was arrived at after arm's length negotiations between the
parties and the directors of HSBC consider it to be fair and reasonable.

Household has agreed to pay HSBC a termination fee of US$550 million under
certain circumstances if the acquisition is not completed.

The new HSBC shares will be issued pursuant to the existing authority granted to
the directors of HSBC at the annual general meeting held on 31 May 2002 and/or
pursuant to a new authority to be sought from shareholders.

Conditions and approvals

The acquisition is subject to certain conditions including approval by the
shareholders of each of HSBC and Household and various regulatory and other
consents and approvals in the United States, Canada, the UK and other relevant
jurisdictions. It is expected to be completed by the end of the first quarter of
2003.

The acquisition constitutes for HSBC a Class 1 transaction under the Listing
Rules of the UK Financial Services Authority and a discloseable transaction
under the Rules Governing the Listing of Securities on the Stock Exchange of
Hong Kong. The acquisition does not involve any connected person of HSBC (as
defined in the Rules Governing the Listing of Securities on the Stock Exchange
of Hong Kong).

The acquisition is conditional upon, amongst other matters, the approval of the
merger agreement by the holders of voting shares of HSBC and Household at
shareholders' meetings, which are expected to take place in the first quarter of
2003. Formal documentation relating to the acquisition will be sent to HSBC and
Household shareholders in due course. This documentation will include notices of
the shareholders' meetings and full details of the acquisition, and will set out
the necessary actions to be taken by shareholders of HSBC and Household.

Application will be made to the UK Listing Authority and to the London Stock
Exchange for the new ordinary shares of HSBC to be admitted to the Official List
and to trading respectively, to the Stock Exchange of Hong Kong for listing of,
and permission to deal in, the new ordinary shares of HSBC, and to the New York
Stock Exchange and Euronext, Paris for listing of the new ordinary shares of
HSBC.

An application has been made to the Stock Exchange of Hong Kong to bring the
timetable for the sending of documentation to HSBC shareholders in line with the
sending of documentation to Household common shareholders which is subject to a
filing and review process with the US Securities and Exchange Commission. It is
expected that this documentation will be sent in the first quarter of 2003.

Boards' recommendations

The board of HSBC considers the acquisition to be in the best interests of
HSBC's shareholders taken as a whole. In addition, the board of HSBC, which has
been advised by Morgan Stanley & Co. Limited, Rohatyn Associates LLC and HSBC
Investment Bank plc, considers the financial terms of the acquisition to be fair
and reasonable. In providing advice to the board of HSBC, Morgan Stanley & Co.
Limited, Rohatyn Associates LLC and HSBC Investment Bank plc have taken into
account the board's commercial assessment of the transaction.

The board of Household has unanimously approved the acquisition and has
determined to recommend that Household shareholders vote in favour of the
resolutions to be proposed at a special shareholder meeting. Goldman, Sachs &
Co. acted as financial adviser to Household and has provided an opinion to the
board of Household that, from a financial point of view, the exchange ratio is
fair to the common shareholders of Household. Separately, Keefe Bruyette &
Woods, Inc. has provided an opinion that the consideration to be received in
respect of preferred stock is fair to the preferred shareholders of Household
from a financial point of view.

Management

William F. Aldinger, currently Chairman and CEO of Household, will become
Chairman and CEO of a new holding company of the enlarged group in the USA by
the end of 2003. He will enter into a new employment agreement with Household
for a term of three years. Youssef A Nasr will continue as President and CEO of
HSBC North America Inc. David A Schoenholz, President and COO of Household Inc,
will manage the Consumer Finance business. Both executives will report to
William F. Aldinger.

It is intended that William F. Aldinger will be invited to join the board of
HSBC.

An exchange rate of US$1.5883 = £1, being the rate prevailing at the close of
business in London on 13 November 2002, has been used above.

Media contacts:
                     HSBC                                             Household

London               Richard Beck/Adrian Russell                      -
                     Tel: + 44 (20) 7260 6757/8211

New York             Kathleen Rizzo Young                             Craig Streem
                     Tel: [phone]                              Tel: [phone]

Hong Kong            Gareth Hewett                                    -
                     Tel: [phone]

Investor Relations contacts:
                     HSBC                                             Household

London               Pat McGuinness                                   -
                     Tel: + 44 (20) 7992 1938

New York             Ted Ayvas                                        Celeste Murphy
                     Tel: [phone]                              Tel: [phone]

Hong Kong            Gareth Hewett                                    -
                     Tel: [phone]

Notes to editors:

1. Analysts' conference
Analysts are invited to a presentation by HSBC and Household at 10.00hrs on
Thursday 14 November 2002, at HSBC's new headquarters, 8 Canada Square, London
E14.

2. Press conference
Media are invited to a presentation by HSBC and Household at 12.00hrs on
Thursday 14 November 2002, at HSBC's new headquarters, 8 Canada Square, London
E14.

3. TV and photography

After pre-registering with Renee Annison at HSBC on 020 7260 9487, television
cameras and photographers will be accommodated at the press conference at
12.00hrs on Thursday 14 November 2002, as above (see item 2).

This document may contain certain statements that are neither reported financial
results nor other historical information. These statements are forward-looking
statements within the meaning of the safe-harbour provisions of the US federal
securities laws. Because these forward-looking statements are subject to risks
and uncertainties, actual future results may differ materially from those
expressed in or implied by the statements. Many of these risks and uncertainties
relate to factors that are beyond the companies' ability to control or estimate
precisely, such as changes in economic and market conditions, changes in
interest rates and foreign exchange rates, changes in law, governmental policy
and regulation, the effects of competition, the ability of HSBC and Household to
adequately identify and manage the risks they face, changes resulting from the
proposed acquisition including the difficulties of integrating systems,
operational functions and cultures, and other risk factors detailed in HSBC's
and Household's respective reports filed with the Securities and Exchange
Commission. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this
announcement. Neither HSBC nor Household undertake any obligation to publicly
release any revisions to these forward-looking statements to reflect events or
circumstances after the date of this announcement.

Investors and security holders are advised to read the prospectus regarding the
business combination transaction referenced in this announcement, when it
becomes available, because it will contain important information. The HSBC
prospectus will also constitute the Household proxy statement and will be filed
with the Securities and Exchange Commission by both companies. Household
shareholders may obtain a free copy of the proxy statement/prospectus (when
available) and other related documents filed by either company at the
Commission's website at www.sec.gov. When available, the proxy statement/
prospectus and the other documents may also be obtained from HSBC by contacting
HSBC, Attention: Ted Ayvas,Tel: [phone] and/or Household by contacting
Household, Attention: Craig Streem Tel: [phone].

HSBC and Household and their respective directors, executive officers and
certain other members of management and employees may be soliciting proxies from
Household shareholders in favour of the acquisition. Information concerning the
participants will be set forth in the proxy statement/prospectus when it is
filed with the Securities Exchange Commission.

Morgan Stanley & Co. Limited, Rohatyn Associates LLC and HSBC Investment Bank
plc are acting for HSBC in connection with the acquisition and for no one else
and will not be responsible to anyone other than HSBC for providing the
protections afforded to clients of Morgan Stanley & Co. Limited, Rohatyn
Associates LLC and HSBC Investment Bank plc or for providing advice in relation
to the acquisition.


Appendix 1 - Summary Financial Information of Household


The following information is presented on a US GAAP basis and is extracted from
Household's filings with the US Securities and Exchange Commission.
Household Condensed consolidated statement of income
                                          US$ millions                                    HK$ millions
                        Six months ended     Year ended      Year ended Six months ended      Year ended      Year ended
                                 30Jun02        31Dec01         31Dec00          30Jun02         31Dec01         31Dec00

Net Interest margin              3,225.9        5,787.5         4,721.7           25,159          45,143          36,791
Provisions for credit          (1,773.9)      (2,912.9)       (2,116.9)         (13,835)        (22,721)        (16,495)
losses on owned
receivables
Net interest margin              1,452.0        2,874.6         2,604.8           11,324          22,422          20,296
after provisions for
credit losses

Securitization revenue           1,041.7        1,762.9         1,459.3            8,124          13,751          11,371
Insurance revenue                  347.6          662.4           561.2            2,711           5,167           4,373
Investment income                   90.2          167.7           174.2              703           1,308           1,357
Fee income                         406.8          903.5           760.2            3,173           7,047           5,923
Other income                       283.3          322.5           228.8            2,209           2,516           1,783
Total other revenues             2,169.6        3,819.0         3,183.7           16,920          29,789          24,807

Salaries and fringe              (898.3)      (1,597.2)       (1,312.1)          (7,006)        (12,458)        (10,224)
benefits
Sales incentives                 (121.7)        (273.2)         (203.6)            (949)         (2,131)         (1,586)
Occupancy and equipment          (185.5)        (337.4)         (306.6)          (1,447)         (2,632)         (2,389)
expense
Other marketing                  (273.9)        (490.4)         (443.6)          (2,136)         (3,825)         (3,457)
expenses
Other servicing and              (435.8)        (716.8)         (595.0)          (3,399)         (5,591)         (4,636)
administrative expenses
Amortization of                   (32.4)        (157.6)         (166.4)            (253)         (1,229)         (1,297)
acquired intangibles
and goodwill
Policyholders' benefits          (171.4)        (302.6)         (261.7)          (1,337)         (2,360)         (2,039)
Total costs and                (2,119.0)      (3,875.2)       (3,289.0)         (16,527)        (30,226)        (25,628)
expenses

Income before income             1,502.6        2,818.4         2,499.5           11,717          21,985          19,475
taxes

Income taxes                     (504.2)        (970.8)         (868.9)          (3,932)         (7,572)         (6,770)
Net income                         998.4        1,847.6         1,630.6            7,785          14,413          12,705

The Hong Kong dollar equivalent figures are for information only and
are translated using the following average rates:                                  7.799           7.800           7.792

- HK$/US$
Household Condensed consolidated balance sheet
                                                         US$ millions                            HK$ millions
                                             As at 30Jun02         As at 31Dec01       As at 30Jun02     As at31Dec01

Assets
Cash                                                     346.6                  543.6           2,703              4,239
Investment securities                                  8,229.7                3,580.5          64,192             27,921
Receivables, net                                      82,133.0               79,263.5         640,637            618,097
Acquired intangibles, net                                418.5                  455.6           3,264              3,553
Goodwill                                               1,122.1                1,107.4           8,752              8,636
Properties and equipment, net                            550.0                  531.1           4,290              4,142
Real estate owned                                        456.7                  398.9           3,562              3,111
Other assets                                           3,549.7                3,030.3          27,689             23,627
Total assets                                          96,806.3               88,910.9         755,089            693,326
Liabilities and shareholders' equity
Debt
- Deposits                                              5,611.8               6,562.3          43,772             51,173
- Commercial paper, bank and other                      3,598.7              12,024.3          28,070             93,765
borrowings
- Senior and Senior subordinated debt   (with          73,269.4              56,823.6         571,501            443,110
original maturities over one year)
Total debt                                             82,479.9              75,410.2         643,343            588,048
Insurance policy and claim reserves                     1,037.2               1,094.5           8,090              8,535
Other liabilities                                       2,809.8               3,132.5          21,916             24,427
Total liabilities                                      86,326.9              79,637.2         673,349            621,010
Company obligated mandatorily redeemable                  975.0                 975.0           7,605              7,603
preferred securities of subsidiary trusts
Preferred stock                                           843.2                 455.8           6,577              3,554
Common shareholders' equity
- Common stock                                            551.7                 551.7           4,303              4,302
- Additional paid-in capital                            2,058.3               2,030.0          16,055             15,830
- Retained earnings                                     9,597.3               8,837.5          74,859             68,915
- Accumulated other comprehensive income                (605.3)               (732.4)         (4,721)            (5,711)
Less: common stock in treasury                        (2,940.8)             (2,843.9)        (22,938)           (22,177)
Total common shareholders' equity                       8,661.2               7,842.9          67,558             61,159
Total liabilities and shareholders'                    96,806.3              88,910.9         755,089            693,326
equity
The Hong Kong dollar equivalent figures are for information only and are translated
using the following closing rates:

- HK$/US$

                                                                                                7.800              7.798

Appendix 2 - Summary Financial Information of HSBC

The financial information in respect of HSBC contained in this Appendix 2 does
not constitute statutory accounts within the meaning of Section 240 of the
Companies Act 1985. Full audited accounts for HSBC Holdings plc for the years
ended 31 December 2001 and 31 December 2000 have been delivered to the Registrar
of Companies and the auditors of HSBC Holdings plc have given reports under
Section 235 of the Companies Act 1985 on such accounts, which were unqualified
reports within the meaning of Section 237(2) or (3).

The following information is presented on a UK GAAP basis and is extracted from
HSBC's 2002 Interim Report and 2001 Annual Report and Accounts.
HSBC Consolidated Profit & Loss Account
                                         US$ millions                                     HK$ millions
                        Six months      Year ended      Year ended ^     Six months      Year ended      Year ended
                       ended 30Jun02      31Dec01          31Dec00        ended 30Jun02                      31Dec00
                                                                                             31Dec01

Interest receivable            14,229          35,261             37,746         110,972         275,036         294,117
Interest payable              (6,636)        (20,536)           (24,023)        (51,754)       (160,181)       (187,187)
Net interest income             7,593          14,725             13,723          59,218         114,855         106,930
Other operating                 5,510          11,163             10,850          42,972          87,071          84,543
income
Total operating                13,103          25,888             24,573         102,190         201,926         191,473
income
Operating expenses            (7,146)        (14,605)           (13,577)        (55,732)       (113,919)       (105,792)
Goodwill amortisation           (396)           (799)              (510)         (3,088)         (6,232)         (3,974)
Operating profit                5,561          10,484             10,486          43,370          81,775          81,707
before provisions
Provisions for bad              (715)         (2,037)              (932)         (5,576)        (15,889)         (7,262)
and doubtful debts
Provisions for                    (3)           (649)               (71)            (23)         (5,062)           (553)
contingent
liabilities and
commitments
Loss from foreign                (45)           (520)                  0           (351)         (4,056)               0
currency
redenomination in
Argentina
Amounts written off             (139)           (125)               (36)         (1,084)           (975)           (281)
fixed asset
investments
Operating profit                4,659           7,153              9,447          36,336          55,793          73,611

Share of operating               (23)            (91)               (51)           (179)           (709)           (397)
loss in joint
ventures
Share of operating                 71             164                 75             554           1,279             584
profit in associates
Gains/(losses) on
disposal of:
- investments                     351             754                302           2,737           5,881           2,353
- tangible fixed                  (1)              20                  2             (8)             156              16
assets
Profit on ordinary              5,057           8,000              9,775          39,440          62,400          76,167
activities before tax
Tax on ordinary               (1,315)         (1,988)            (2,238)        (10,256)               0        (17,439)
activities
Profit on ordinary              3,742           6,012              7,537          29,184          62,400          58,728
activities after tax

Minority interests:
- equity                        (278)           (579)              (558)         (2,168)         (4,516)         (4,348)
- non-equity                    (184)           (441)              (351)         (1,435)         (3,440)         (2,735)
Profit attributable             3,280           4,992              6,628          25,581          54,444          51,645
to  shareholders

Dividends                     (1,929)         (4,467)            (4,010)        (15,044)        (34,843)        (31,246)
Retained profit                 1,351             525              2,618          10,537          19,601          20,339

^ - Figures for 2000 have not been restated to reflect the adoption of UK
Financial Reporting Standard 19 "Deferred Tax".

The Hong Kong dollar equivalent figures are for information only and are
translated using the following average rates:
- HK$/US$                                                                          7.799           7.800           7.792
HSBC Consolidated balance sheet
                                                       US$ millions                           HK$ millions
                                            As at 30Jun02           As at 31Dec01  As at 30Jun02         As at 31Dec01

Assets
Cash and balances at central banks                    5,561                 6,185          43,376               48,231
Items in the course of collection from                5,894                 5,775          45,973               45,033
other banks
Treasury bills and other eligible bills              19,255                17,971         150,189              140,138
Hong Kong SAR Government certificates of              8,986                 8,637          70,091               67,351
indebtedness
Loans and advances to banks                         100,965               104,641         787,526              815,990
Loans and advances to customers                     342,057               308,649       2,668,045            2,406,845
Debt securities                                     172,792               160,579       1,347,778            1,252,195
Equity shares                                         8,710                 8,057          67,938               62,828
Interests in joint ventures                             144                   292           1,123                2,277
Interests in associates                               1,042                 1,056           8,128                8,235
Other participating interests                            47                   120             367                  936
Intangible fixed assets                              15,111                14,564         117,866              113,570
Tangible fixed assets                                13,988                13,521         109,106              105,437
Other assets                                         44,363                38,632         346,031              301,251
Prepayments and accrued income                        7,420                 7,566          57,876               59,000
Total assets                                        746,335               696,245       5,821,413            5,429,317

Liabilities
Hong Kong SAR currency notes in                       8,986                 8,637          70,091               67,351
circulation
Deposits by banks                                    61,455                53,640         479,349              418,285
Customer accounts                                   470,778               449,991       3,672,068            3,509,030
Items in the course of transmission to                4,112                 3,798          32,074               29,617
other banks
Debt securities in issue                             28,683                27,098         223,727              211,310
Other liabilities                                    86,642                72,623         675,808              566,314
Accruals and deferred income                          7,707                 7,149          60,115               55,748
Provisions for liabilities and charges:               1,181                 1,057           9,212                8,242

- deferred taxation                                   3,292                 3,883          25,677               30,280

- other provisions
Subordinated liabilities:                             3,517                 3,479          27,433               27,129

- undated loan capital                               12,199                12,001          95,152               93,584

- dated loan capital
Minority interests:                                   2,253                 2,210          17,573               17,233

- equity                                              4,352                 4,291          33,946               33,461

- non-equity

Called up share capital                               4,725                 4,678          36,855               36,479
Reserves                                             46,453                41,710         362,333              325,254
Shareholders' funds                                  51,178                46,388         399,188              361,733

Total liabilities                                   746,335               696,245       5,821,413            5,429,317

The Hong Kong dollar equivalent figures are for information only and are
translated using the following closing rates:
-HK$/US$                                                                                   7.800                 7.798


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