Rights Issue/Interim Results

INTERMEDIATE CAPITAL GROUP PLC
16 September 1999


INTERMEDIATE CAPITAL GROUP PLC 16 SEPTEMBER 1999

Proposed 1 for 4 Rights Issue of up to 11,695,836 New Ordinary
Shares at 480p per New Ordinary Share and interim results  for
the six months ended 31 July 1999

Rights Issue

- 1 for 4 Rights Issue of up to 11,695,836 New Ordinary Shares
  at 480p per New Ordinary Share

- net  proceeds  of  the  Rights Issue of approximately  £54.5
  million

- demand for mezzanine finance has risen in recent years as  a
  result  of the strong growth in the European buyout  market.
  ICG's own portfolio has doubled in the last three years.

- the  Rights  Issue will materially strengthen ICG's  balance
  sheet,  enabling it to increase its borrowing  capacity  and
  thereby continue the growth in its lending activity.

The  Rights Issue has been underwritten by Cazenove & Co.  and
HSBC  Investment Bank plc.  The BT Pension Scheme and The Post
Office Staff Superannuation Scheme who together hold 11.4  per
cent. of ICG's Ordinary Shares have irrevocably undertaken  to
take up in full their respective entitlements under the Rights
Issue. Further details of the Rights Issue are set out in Part
1 of this announcement.

Interim Results

Highlights:

- net  interest  income up 17 per cent. to £9.3 million  (1998
  £7.9 million);

- core  income increased by 12 per cent. to £9.8 million (1998
  £8.7 million);

- net  capital  gains up 16 per cent. to £12.4  million  (1998
  £10.7 million);

- pre-tax profits up 14 per cent. to £22.2 million (1998 £19.4
  million);

- proposed  interim  dividend of 6.8p per Ordinary  Share,  an
  11.5 per cent. increase on last year;

- growth in fund management business; ICG has also established
  a new Euro. 400 million High Yield Fund;

The  interim results of ICG for the six months ended  31  July
1999 are set out in Part 2 of this announcement.

Chairman, Murray Stuart, commented:

'I  am pleased to announce further growth in ICG's profits and
dividends.   The prospects for the second half are encouraging
and  we  look forward to a year of good progress.  The  Rights
Issue will strengthen ICG's balance sheet and will enable  the
Company to take advantage of the attractive opportunities  for
mezzanine  finance which exist in Europe, across an increasing
range of potential transactions.'

Enquiries:

Intermediate Capital Group PLC
Murray Stuart (Chairman)            0171 628 9898
Tom Bartlam (Managing Director)

Cazenove & Co.
Christopher Smith                  0171 588 2828


HSBC Investment Bank plc
Nick McCarthy                   0171 336 9000

Brunswick Group Ltd
Gill Ackers                     0171 404 5959



Part 1

Proposed 1 for 4 Rights Issue

Introduction

ICG  proposes  to  raise approximately £54.5 million  (net  of
expenses)  by  means  of  a 1 for 4  Rights  Issue  of  up  to
11,695,836 New Ordinary Shares at 480p per New Ordinary Share.
The  Rights Issue has been underwritten by Cazenove and  HSBC,
who are also joint brokers to the issue.

An Extraordinary General Meeting will be held at 10.30 a.m. on
Monday,  4  October 1999 to consider, inter alia, a resolution
required to enable the Rights Issue to be implemented.

Information on ICG

ICG  is  the leading independent provider of mezzanine capital
in  Europe.  Since  its  foundation ten  years  ago,  ICG  has
arranged  or  provided over £1.3 billion of mezzanine  in  the
form  of loans and investments in 131 transactions. Since  its
flotation  in  May  1994,  ICG has  materially  increased  its
activity,  with  its gross portfolio of loans and  investments
rising from £144 million as at 31 January 1994 to £406 million
as at 31 July 1999. This has been driven by three factors:

  - the  strong  growth in both the UK and continental  Europe
       buyout markets, which are ICG's principal sources of business;

  - ICG's increased emphasis on continental Europe, where it has
       significantly increased its European staff and opened a
       representative office in Paris; and

  - the increasing use of mezzanine in non-buyout transactions,
       13 out of the 29 transactions undertaken by ICG in the last 18
       months being non-buyout related.

As  at  31  July  1999  ICG's portfolio  comprised  loans  and
investments in 62 companies. Of these, 44 per cent.  by  value
related to UK companies, 30 per cent. to French companies  and
the  remainder  to  companies in 8 other continental  European
countries.

In  addition to investing its own capital in mezzanine assets,
ICG  also has a fee earning fund management business which  it
started  in 1994 and which invests institutional client  money
in  mezzanine assets. The amount of money invested by  ICG  on
behalf of its clients as at 31 July 1999 was £185 million.  In
addition, in August 1999, there was raised a new _400  million
fund  to  invest in Euro denominated high yield bonds,  higher
yielding senior debt and mezzanine debt which ICG will manage.

ICG  has achieved consistent growth in profitability since its
flotation. Core income, which is net interest income and  fees
less  related  administrative expenses, has  grown  from  £6.7
million  in  the year to 31 January 1994 to £17.7 million  for
the  year  ended  31  January 1999. As a result  of  this  and
increases  in capital gains, pre-tax profits have  risen  from
£14.6  million in 1994 to £26.8 million for the year ended  31
January 1999.

Reasons for the Rights Issue

In  recent years demand for mezzanine has risen as a result of
the  strong  growth in the European buyout  market  driven  by
increased  levels  of merger and acquisition activity  coupled
with  a  high  level  of cash in the hands of  private  equity
investors. There has also been increasing demand for mezzanine
in non-buyout transactions. Subject to the economic background
remaining stable, ICG believes that demand for mezzanine  from
both sources should continue.

ICG has in recent months been introduced to a record level  of
mezzanine opportunities with a good spread in terms  of  size,
type  of  transaction  and geographic location.  Although  the
current  mezzanine  market  is competitive,  ICG  believes  it
should  be  able  to  continue to increase  the  size  of  its
portfolio  over  the next 18 months despite a relatively  high
expected level of repayments.

The  growth in ICG's portfolio since flotation has been funded
by  debt facilities, which have increased from £100 million as
at  31 January 1994 to £320 million as at 31 July 1999, and by
retained  earnings, which over the same period have  increased
shareholders'  funds from £46 million to £104  million.  ICG's
balance  sheet  gearing is therefore slightly  over  3  times.
While  ICG currently has unutilised facilities, further growth
in  the  portfolio, which Directors believe to be in the  best
interests of shareholders, is likely in the medium term to  be
held  back by the need to maintain a prudent level of gearing.
The  Directors  therefore consider that now is an  appropriate
time  to  raise  new  equity. This will materially  strengthen
ICG's  balance  sheet, enabling it to increase its  borrowings
and thereby allowing ICG to continue the growth in its lending
activities. The net proceeds of the Rights Issue will be  used
to  reduce borrowings under ICG's existing committed revolving
credit facility.

Current trading

Part 2 of this announcement contains ICG's interim results for
the  6  months  ended 31 July 1999.  These show  a  period  of
strong trading in the first six months. Net interest income of
£9.3  million and core income of £9.8 million were up  17  per
cent.  and  12  per  cent. respectively on  the  corresponding
period in the previous year and capital gains reached a record
level. Pre-tax profits for the six months increased by 14  per
cent.  to  £22.2  million.  The  Group's  book  of  loans  and
investments  increased  to £406 million.  The  Directors  have
declared  an interim dividend of 6.8p per Ordinary  Share  for
payment on 22 October 1999, an increase of 11.5 per cent. over
the interim dividend for the six months ended 31 July 1998.

In the second half of the year ICG has continued to see strong
deal  flow, which should lead to a good level of new  lending.
The  prospects for capital gains over the next 18  months  are
currently  good  and the establishment of the  new  Euro  fund
should  lead  to  a  growth in fund management  fees.  ICG  is
therefore confident about its trading outlook.

Details of the Rights Issue

Subject to the fulfilment of the conditions set out below, the
Company  proposes  to  offer by way of  rights  to  Qualifying
Shareholders up to 11,695,836 New Ordinary Shares at  a  price
of  480p per New Ordinary Share, payable in full on acceptance
not  later than 3.00 p.m. on 27 October 1999, on the following
basis:

       1 NEW ORDINARY SHARE FOR EVERY 4 ORDINARY SHARES
                               
held  on  the Record Date and so in proportion for  any  other
number of Ordinary Shares then held. Fractions of New Ordinary
Shares will not be allotted and, where necessary, entitlements
will  be  rounded  down to the nearest  whole  number  of  New
Ordinary Shares. The New Ordinary Shares will, when issued and
fully  paid, rank pari passu in all respects with the existing
issued Ordinary Shares save that they will not qualify for the
interim dividend of 6.8p per Ordinary Share in respect of  the
six months ended 31 July 1999.

ICG  has received irrevocable undertakings from The BT Pension
Scheme and The Post Office Staff Superannuation Scheme to take
up  their respective full entitlements under the Rights  Issue
to, in aggregate, 1,336,916 New Ordinary Shares. The remaining
New  Ordinary  Shares have been underwritten by  Cazenove  and
HSBC.

The Rights Issue is conditional on:

    (i) the  passing  of  the Resolution at the  Extraordinary
           General Meeting;

    (ii)Listing becoming effective not later than 8.30 a.m. on 5
           October 1999 (or such later time and/or date as the Company
           and the Underwriters may agree); and


    (iii)  the Underwriting Agreement having become unconditional
           in all respects and not having been terminated before Listing
           becomes effective.

Subject to the passing of the Resolution, it is expected  that
Provisional  Allotment Letters in respect of the New  Ordinary
Shares  will be despatched on 4 October 1999 and that the  New
Ordinary  Shares  will be admitted to the  Official  List  and
dealings therein, nil paid, will commence on 5 October 1999.

Extraordinary General Meeting

An  extraordinary  general meeting of  the  Company  is  being
convened  for 10.30 a.m. on Monday, 4 October 1999,  at  which
resolutions will be proposed.:

    (i) to authorise the Directors, in accordance with section 80
           of the Companies Act, to allot up to £2,717,494 in nominal
           amount of the authorised but unissued share capital of the
           Company in connection with, inter alia, the Rights Issue; and

    (ii)subject to the passing of such resolution, to increase
           the authorised share capital of the Company from £12,400,000
           to £15,500,000 by the creation of an additional 15,500,000
           Ordinary Shares. If the increase of capital takes effect, the
           allotment authority referred to in (i) above will extend to
           the additional share capital.

The  circular (the 'Circular') setting out further details  of
the  Rights Issue, including the procedure for acceptance  and
payment  and the procedure in respect of rights not taken  up,
will  be  posted  to Shareholders later today.   The  Circular
contains  the  notice  convening  the  Extraordinary   General
Meeting.  The definitions used in the Circular apply  in  this
announcement.

Expected timetable of principal events

Record date for entitlement to
New Ordinary Shares            Close of business on 29 September 1999

Latest time for receipt of 
Forms of Proxy                   10.30 a.m. on 2 October 1999

Extraordinary General Meeting    10.30 a.m. on 4 October 1999

Despatch of Provisional Allotment Letters      4 October 1999

Dealings in New Ordinary Shares commence,
nil paid                                       5 October 1999

Latest time for splitting Provisional
Allotment Letter, nil paid       3.00 p.m. on 25 October 1999

Latest time for acceptance and
payment in full                  3.00 p.m. on 27 October 1999

Dealings in New Ordinary Shares commence,
fully paid                                 28 October 1999

Latest time for splitting Provisional
Allotment Letter, fully paid    3.00 p.m. on 8 November 1999

Latest time for renunciation    3.00 p.m. on 10 November 1999

CREST stock accounts credited and definitive
certificates for New Ordinary Shares
despatched                                 17 November 1999




Part 2

Interim results for the six months ended 31 July 1999

Chairman's Statement

I  am pleased to report another good half year for ICG in  the
six  months  to 31 July 1999.  Compared with the corresponding
period  last  year, net interest income increased  by  17%  to
£9.3m  and  core  income increased by  12%  to  £9.8m.   After
another  strong  trading  period for  capital  gains,  pre-tax
profits reached a record level of £22.2m, a 14% increase  over
the previous year.

Since  its  flotation  in 1994, ICG's  success  in  generating
growth has primarily stemmed from a greater and broader use of
mezzanine  throughout Europe evidenced by the  near  threefold
increase  in the size of our loan book since flotation.   This
lending  activity  has been supported by growth  in  our  fund
management   activity.   In  this  latter   context   we   are
particularly pleased that in August a new _400m CDO fund to be
managed  by ICG was established, to invest in Euro-denominated
high  yield  bonds  and loans, which we believe  represents  a
significant growth opportunity for ICG.

The present market background for ICG's lending activities  is
favourable and we are currently seeing a strong deal  flow  of
mezzanine opportunities as a result of high levels of activity
in European M&A markets.  We believe that in order to continue
the  strong growth in lending while maintaining prudent levels
of  gearing  it  is  now  appropriate  to  raise  new  equity.
Accordingly,  we  are proposing to raise approximately  £54.5m
(net of expenses) by way of a 1 for 4 Rights Issue of ordinary
shares.

European Mezzanine Market

The  UK  and  continental  European  buyout  markets  remained
buoyant  during  the  first half of the  year,  continuing  to
benefit from both a high level of mergers and acquisitions  in
Europe and high levels of private equity and debt available to
finance  buyouts.  At the same time, there is a trend  towards
bigger  buyouts.   These larger transactions,  requiring  over
£50m  of  subordinated  debt, have  helped  fuel  the  current
resurgence of activity in the European high yield bond market.
However,  the larger end of the MBO market continues to  offer
some   good   mezzanine  opportunities  because  some   buyout
arrangers  are preferring mezzanine over high yield  for   all
but the very large transactions.

The  principal  competitive threat to ICG in  the  MBO  market
overall  remains  banks,  who  are  increasingly  offering   a
combination of senior debt and mezzanine debt in one  package,
but   who  also  are  often  interested  in  offering  ICG   a
participation in the mezzanine debt which they have  arranged.
Outside  the  buyout  market,  ICG  has  been  successful   in
continuing  to  widen the application of  mezzanine  in  other
areas,  particularly  acquisition  finance.   Overall  we  are
encouraged  by  the strong demand which currently  exists  for
mezzanine finance in Europe.

ICG's Lending Business

ICG  had  an  active six months of mezzanine  lending,  making
loans to nine companies, of which four were in the UK, two  in
France  and  one each in Germany, The Netherlands and  Norway.
Four  of  these  loans  were  to  finance  buyouts  while  the
remaining  five  were  to provide other  types  of  financing,
including  acquisition  finance and refinancings.   The  total
amount  of  loans and investments underwritten or provided  by
ICG  in  the first half amounted to £101m, of which  £71m  was
taken  on  ICG's balance sheet.  In the first half  six  loans
totalling  £42m  were  repaid.  Despite  this  high  level  of
repayments and a £10m reduction in the sterling value  of  our
Euro-denominated  portfolio as a result  of  the  strength  of
sterling  in  the  first  half of the  year,  ICG's  loan  and
investment  book  at 31 July 1999 had increased  to  £406m,  a
record level which  compares with £368m a year ago.

ICG has continued to be selective in its mezzanine lending  in
the  first half of the year, in a number of instances  turning
down  opportunities which it regarded as being over-priced  or
over-geared.  ICG has maintained satisfactory pricing  on  the
loans it made during the first half.

Core Income

Net  interest  income increased by 17% to £9.3m,  primarily  a
result  of the increase in the loan book since the first  half
of the previous year.  Deal arrangement fee income was down at
£1.8m  on  the  previous  year as  a  result  of  fewer  large
transactions  being underwritten in the first half.   However,
fund management fee income was up 52% at £1.4m on the previous
year   as  a  result  of  substantially  higher  funds   under
management.   Operating  expenses  increased  by  10%  to  £3m
primarily as a result of increasing staff costs.  Core income,
which  ICG defines as net interest income and fee income  less
related administrative expenses, grew by 12% to £9.8m.

Capital Gains and Provisions

Capital  gains for the period reached another record of  £23m,
beating  what was then considered to be an exceptionally  high
level  of  gains  in  the first half of  last  year.   It  was
particularly  pleasing that these capital gains  came  from  a
wider  range of realisations than in the previous year.   They
included one flotation and one trade sale in the UK, two trade
sales in France, one trade sale in Spain and one flotation  in
Switzerland.  As a result of the strong capital gains  in  the
first half, an accrual has been made for £4.4m to reflect  the
potential payout under ICG's medium term incentive scheme.  At
the half year ICG has made further provisions of £6m.  Capital
gains,  net  of provisions and related expenses,  amounted  to
£12.4m, a 16% increase over the previous year.

Fund Management

The  amount  of  money invested on behalf  of  mezzanine  fund
management  clients increased by £10m to £185m  in  the  first
half  of the year.  While no new fund management clients  were
taken  on  in  the  first half, there have been  a  number  of
discussions with other potential fund management clients, some
of  which we are confident will come to fruition in the second
half.

We  are  particularly pleased that in August a new  _400m  CDO
fund  was established.  This fund will be managed by  ICG  and
will  invest in a combination of Euro denominated  high  yield
bonds,  higher  yielding bank loans and  mezzanine  debt.   We
believe that the high yield market in Europe is likely to grow
considerably  over the next few years.  We therefore  see  our
move  into  fund management of such an asset class, which  has
similar  investment  characteristics and is  complementary  to
European  mezzanine  finance, to be a strategically  important
step for ICG with considerable growth potential.

Dividends

The  Board has declared an interim dividend of 6.8p per  share
which  is  an  increase of 11.5% over the interim dividend  of
6.1p per share which was paid last year.  The interim dividend
is  payable on 22 October 1999 to shareholders on the register
on 1 October 1999.

Funding

At  31  July  1999  ICG had outstanding borrowings  of  £320m,
gearing of 3:1 and unutilised facilities of £90m.  In order to
continue  the  strong  growth in  its  lending  which  it  has
achieved since flotation on the London Stock Exchange in 1994,
while  maintaining prudent levels of gearing,  your  Directors
believe that it is now appropriate to raise new equity.   Your
Directors   are   therefore   recommending   that   we   raise
approximately £54.5m net of expenses by means of  a  1  for  4
Rights  Issue of new ordinary shares.  Details of this  issue,
which was announced today, and which has been underwritten  by
Cazenove  &  Co.  and  HSBC,  are contained  in  the  separate
circular being posted today to shareholders.

Prospects

ICG  is  currently being shown a greater number  of  mezzanine
opportunities than ever.  These deals are of different  sizes,
varying  from £5m to more than £50m, for both buyout and  non-
buyout  related transactions located in the UK and continental
Europe.   Consequently,  ICG expects to  have  another  strong
period  of  lending  in the second half of  its  year.   While
repayment levels are likely to be relatively high, we  believe
that  there is a good prospect of further growth in  the  loan
book by the year end.

The  general improvement in the economic situation  in  Europe
during  the  course  of  1999 has  been  of  benefit  for  our
portfolio, which we believe overall to be in a good condition.

In the second half capital gains are likely to be satisfactory
but  significantly lower than the very high levels reached  in
the first half.  Prospects for net interest income, fee income
and  core income are encouraging and therefore the Board looks
forward to a year of good progress.


Murray Stuart
Chairman


16 September 1999


CONSOLIDATED PROFIT AND LOSS ACCOUNT
FOR THE SIX MONTHS ENDED 31 JULY 1999
                                    Half      Half      Half
                                    Year to   Year to   Year to
                                    31 July   31 July   31 Jan
                                    1999      1998      1999
                                (unaudited)(unaudited)
                                    £000      £000      £000
Interest and dividend income      16,840    16,403    34,749
Gain on disposals                 22,793    18,086    21,601
Fee and other operating income     3,508     3,518     6,619
                                    ----      ----      ----
                                  43,141    38,007    62,969

Interest payable and similar 
charges                           (7,588)   (8,502)  (18,067)
Provisions against loans 
and investments                   (6,000)   (4,894)   (7,850)
Administrative expenses           (7,386)   (5,194)  (10,299)
                                    ----      ----      ----
Profit on ordinary activities 
before taxation                    22,167   19,417    26,753
Tax on profit                      (6,852)  (5,825)   (8,235)
                                     ----     ----      ----
Profit on ordinary activities 
after taxation                     15,315   13,592    18,518
Dividend proposed                  (3,181)  (2,847)   (9,240)
                                     ----     ----      ----
Retained profit transferred 
to reserves                        12,134   10,745     9,278

                                ==========  ========   =========
Earnings per share                   32.8p    29.1p     39.7p
                                ========== ==========  ==========

Diluted earnings per share           31.7p    28.4p     38.4p
                                ========== ==========  ==========

All activities represent continuing operations

PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION IS SPLIT AS
FOLLOWS:

                                      Core Income  Capital Gains
                                 31 July  31 July 31 July   31 July
                                    1999     1998    1999      1998
                           (unaudited)(unaudited)(unaudited)(unaudited)
                                    £000     £000    £000      £000
Income
Interest and dividend income      16,840   16,403       -         -
Gain on disposals                      -        -  22,793    18,086
Fee and other operating income     3,508    3,518       -         -
                                    ----     ----  -------   ------
                                  20,348   19,921  22,793    18,086
Less:
Interest payable and 
similar charges                   (7,588)  (8,502)  -         -
Provisions against loans and 
investments                        -        -      (6,000)   (4,894)
Administrative expenses           (2,976)  (2,694) (4,410)   (2,500)
                                   ----    -------  ------   -------
                                   9,784    8,725  12,383    10,692
                                =========  ======= =======   ========

CONSOLIDATED BALANCE SHEET
31 JULY 1999

                                 31July   31 July   31 Jan
                                 1999     1998      1999
                             (unaudited) (unaudited)
                                 £000     £000      £000
Fixed assets
Tangible assets                   252       213      191
Loans                         369,169   341,925  363,253
Investments                    36,444    26,301   31,049
Current assets
     Debtors                   10,664     8,609    9,342
     Loans and investments     24,460    11,500   19,082
     Cash at bank                   1         7    2,938
                               ------     -----   ------
                               35,125    20,116   31,362
                              -------    -------  -------
Total assets                  440,990   388,555  425,855
                            =========   ======== =========
Capital and reserves
   Called up share capital      9,357     9,333    9,333
   Share premium account       32,462    32,221   32,221
   Capital redemption reserve   1,389     1,389    1,389
   Profit and loss and 
   other reserves              61,290    50,628   49,161
                               ------    ------- --------
Equity shareholders' funds    104,498    93,571   92,104
Provisions for liabilities 
and charges                        88       319       88
Creditors: amounts falling due 
within one year                16,004    17,838   22,677
Creditors: amounts falling due 
after more than one year      320,400   276,827  310,986
                              -------   ------- --------
Total capital and liabilities 440,990   388,555  425,855
                            =========   ======== =========

CONSOLIDATED CASHFLOW STATEMENT
FOR THE SIX MONTHS ENDED 31 JULY 1999

                             Half Year Half Year Year to
                             to        to        31
                             31 July   31 July   January
                             1999      1998      1999
                          (unaudited) (unaudited)
                             £000      £000      £000
Operating activities

   Interest and dividends 
   received                 13,866     16,659    35,843
   Gain on disposals        23,673     18,010    21,003
   Fee and other operating 
   income                    3,414      3,619     7,275
   Administrative expenses  (5,055)   (2,750)    (7,707)
                            -------    ------  ---------
                            35,898     35,538    56,414
   Interest paid            (8,278)    (9,161)  (18,994)
                            --------   -------- --------
Net cash inflow from 
operating activities        27,620     26,377    37,420
                            -------    -------   -------
Taxation paid               (2,310)    (2,835)   (5,842)

Capital expenditure and financial investment

Loans and investments made (91,132)   (94,625) (159,061)
Realisations of loans 
and investments             43,448     52,915    86,843
Loans for syndication       16,009     (8,791)  (12,267)
                           -------     -------  --------
                           (31,675)   (50,501)  (84,485)
Purchase of tangible 
fixed assets                  (105)       (32)      (58)
                           --------   --------  --------
                           (31,780)   (50,533)  (84,543)
                           --------   --------  --------
Equity dividends paid       (6,409)    (5,600)   (8,447)
                           --------   --------  --------
Net cash outflow before 
financing                  (12,879)   (32,591)  (61,412)
Financing
Increase in debt            16,554     31,169    61,785
                           --------   --------  --------
Increase/(Decrease) in cash 
and cash equivalents         3,675     (1,422)      373

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

Notes

1.Basis of accounting

The interim financial statements have been prepared under the
historical cost convention and on the basis of the accounting
policies set out in the statutory accounts of the Group for
the year ended 31 January 1999.

2.Earnings per share

The calculation of earnings per share is based on earnings of
£15,315,000 (1998 - £13,592,000) and an average number of
shares in issue throughout the period of 46,744,457 (1998 -
46,666,680).  Diluted earnings per share are based on the
average number of shares throughout the period of 48,332,529
(1999 - 47,911,193).

3.Dividends

The interim dividend of 6.8p per share will be paid out to
members registered at the close of business on 1  October
1999.

4.Investments

The Group's portfolio of warrants and listed shares are
included in investments at cost.

5.Year 2000

ICG has set up a task force under the control of a senior
manager to assess and remedy problems which might arise from
the effect of the Year 2000 on ICG's computer systems and
business. The task force did not identify any issues which
have not now been addressed and rectified. The costs of the
compliance programme are immaterial to the Company.

6.General

The interim financial statements for the half year to 31 July
1999 were approved by the Board on 15 September 1999. These
financial statements are unaudited, but they have been
reviewed by the auditors, having regard to the bulletin
'Review of Interim Financial Information' issued by the
Auditing Practices Board. The comparative figures for the year
ended 31 January 1999 have been extracted from the Group's
statutory accounts which have been delivered to the Registrar
of Companies. The auditors' report on those statements was
unqualified and did not include a statement under section
237(2) or (3) of the Companies Act 1985.

Copies of this statement are being sent to all shareholders.
Copies are also available at the registered office of the
Company.