Final Results

Old Mutual PLC
6 March 2001

PART 1

                                OLD MUTUAL plc

           Preliminary Results for the year ended 31 December 2000

                                  HIGHLIGHTS




  * Operating profit* increased by 38% to £911 million (1999: £661 million)

  * Asset management operating profit up 158% to £124 million (1999: £48
    million)

  * Banking operating profit up 56% to £327 million (1999: £210 million)

  * Life assurance operating profits on continuing operations increased 12%
    to £478 million (1999: £426 million) and 20% in Rand terms to R5,029
    million
  * Underlying life assurance new business embedded value profits increased
    16% to £72 million (1999: £62 million)

  * Operating earnings per share* increased 38% in Sterling terms to 17.0 p
    (1999:12.3p), which equates to a 48% growth in Rand terms to 179.4c (1999:
    121.4c)

  * Proposed final dividend of 3.1p makes a total for the year of 4.7p
    (1999: proforma 4.0p), up 18%

  * Embedded value of £5,553 million (R62,831 million) is up 3% in Sterling
    terms and up 17% in Rand terms

*Operating profit and operating earnings per share are stated before goodwill
amortisation and have been calculated using a long term rate of return

Mike Levett, Chairman and Chief Executive comments:

'These are excellent results. We have made significant progress through
continued development of core businesses and, through focused acquisitions
have established a strong foundation upon which to build our businesses for
customer and shareholder value in the years ahead.'

                                                                  6 March 2001

Enquiries:
Old Mutual plc                                Tel: [phone]
Mike Levett, Chairman & Chief Executive
Julian Roberts, Finance Director              [e-mail]
James Poole, Investor Relations               [e-mail]

College Hill (UK)                             Tel: [phone]
Gareth David                                  [e-mail]
Tony Friend                                   [e-mail]

College Hill (South Africa)                   Tel: + 27 211 447 3030
Kim Milnes                                    [e-mail]
Nicholas Williams                             [e-mail]

                             CHAIRMAN'S STATEMENT

Commenting on the results, Mike Levett, Old Mutual's Chairman and Chief
Executive issued the following:

This past year has seen the Group move rapidly to develop its core businesses
and build an international presence through acquisitions in the United Kingdom
and the United States. Our acquisitions of the Gerrard Group in March 2000 and
United Asset Management Corporation (UAM) in October 2000 have strengthened
our international platform to complement our formidable base in the South
African financial services market.

Our operating profit of £911 million has grown by 38%, with our newly acquired
companies contributing £33 million in the periods of 2000 for which their
results were consolidated. Operating earnings per share has increased by 38%
to 17.0 pence and embedded value increased 3% to £5,553 million.

The Group was delighted to obtain an A2 senior unsecured issuer rating from
Moody's Investor Service in November. This rating is important to the Group in
optimising its capital structure through appropriate use of debt finance.


Life Assurance

Operating profit at our life operations was £478 million, an increase of 12%
in Sterling terms (20% in Rand terms). You will remember that the comparative
figures for 1999 include a number of one-off positive effects arising from
last year's very strong investment market.

The underlying value of new business on an embedded value basis increased 16%
to £72 million after taking into account the impact of the new tax regime in
South Africa and demutualisation effects.

The Group reorganised its individual life operations in South Africa into
three segments this year to improve service and the quality of products
offered to customers. We have also successfully launched a number of
individual and group product ranges and bancassurance initiatives, and have
managed costs effectively to enhance shareholder value.

Internationally, the Group entered into a joint venture in life assurance with
Kotak Mahindra in India, in September. We have recently announced the
acquisition of Unified Life, which will provide a platform to sell a suite of
annuity and term products in the US through brokers.

Asset Management

The operating profit of our asset management businesses increased 158% to £124
million from £48 million in 1999.

Our asset management business took a significant step forward following the
acquisition of UAM for $ 2.9 billion in October. This acquisition added some
$200 billion of funds under management. As part of our ongoing review of the
business, we have commenced the restructuring of UAM's operations, forming Old
Mutual Asset Managers (US) from seven affiliates who, together with Pilgrim
Baxter, have entered into new arrangements designed to allow full earnings
participation rather than operating in accordance with the revenue-sharing
arrangements previously in place. We are delighted with the way the management
of these enterprises have endorsed these initiatives.

Our private client business has also undergone significant change this year,
following completion of the acquisition of Gerrard Group plc for £529 million
in March 2000. Greig Middleton and Capel Cure Sharp have been relaunched under
the Gerrard name and are now under one management. As with any large
integration, there are some hurdles to overcome over the short term, however,
we are confident of meeting the challenges ahead. The money market operations
of Gerrard & King, the discount house acquired as part of Gerrard Group, were
wound down over the last quarter of 2000, and its collateral management
capability was rehoused under its fellow subsidiary, GNI.

Banking

The operating profit of our banking business increased by 56% to £327 million
from £210 million in 1999, with the main contributor to these results being
Nedcor, our 53% owned subsidiary. Nedcor continues to meet world class
operational standards, whilst investing prudently in technology and retail
joint ventures that will provide future opportunities for growth and
development. Following the successful flotation of Dimension Data Holdings plc
on the London Stock Exchange in December, Nedcor restructured its holdings in
the Dimension Data group, retaining an 8% interest in the listed company. This
restructuring resulted in a gain of £356 million being recorded in the profit
and loss account as a non-operating item.

General Insurance

The contribution of Mutual & Federal Insurance Company, our 51% owned general
insurance subsidiary, to the Group's operating earnings, benefited from a
marked improvement in underwriting results in the second half of 2000, as well
as from its £106 million acquisition of CGNU's South African business during
the fourth quarter. Investment return was lower as a result of the impact of
special dividends on asset values. Mutual & Federal has maintained its
position as one of the leading general insurers in South Africa.

Market factors

The Group's presentation of operating earnings using a long term rate of
investment return smooths out the volatile effects of market movements on the
Group's results for the year. The effect of actual market movements on
shareholder investment values is depicted as short term fluctuations, which
were an adverse £180 million in 2000, principally reflecting movements in the
JSE All Share Index. Profit after tax and minority interest for the year was £
506 million compared to £1,066 million for 1999.

Whilst operating earnings in South Africa have been strongly positive in Rand
terms, their contribution to Group profit has been affected by the continued
depreciation in the Rand/Sterling exchange rate, which, using average rates,
is some 7% down on 1999. This reduced operating profits for 2000 by
approximately £59 million, compared to the average exchange rate that
prevailed in 1999.

Management/Employees

I am pleased that in the last year we have significantly strengthened
management of the Group. Jim Sutcliffe joined as Chief Executive, Life, in
January 2000, and Julian Roberts as Group Finance Director in August 2000,
following Eric Anstee's appointment as Chief Executive, Financial Services.
Richard Laubscher, Chief Executive of Nedcor, was appointed as an Executive
Director of the Company from 1 January 2001.

In addition to appointing a new Chief Executive for our South African Life
operations, we have recruited key personnel for our UK businesses, and taken
important steps to restructure and strengthen management within our newly
acquired US operations. To all our new colleagues in the Group, I would like
to extend a particularly warm welcome. I would also like to thank all
employees of the Group for their contribution to Old Mutual plc in an exciting
and successful year.

Dividend

The directors are proposing a final dividend of 3.1p per share, making a total
dividend for the year of 4.7p per share, an increase of 18% on last year's
proforma. Using current exchange rates, this represents a final dividend of
32.7c and a total for the year of 49.5c, an increase of 26%. The dividend is
covered 3.6 times by an operating earnings per share of 17.0 p.

The dividend, which is subject to approval at the AGM on 18 May 2001, will be
paid to shareholders on the register at the close of business on 20 April 2001
(record date) for all the exchanges where Old Mutual plc's shares are listed.
The shares will trade ex-dividend from the opening of business on 18th April
2001. The local currency equivalents of the proposed dividend for shareholders
on the South African, Malawi and Zimbabwe branch registers and the Namibian
section of the principal register will be determined using exchange rates on
12 April 2001. The conversion rates will be announced by the Company on 17
April 2001.

Outlook

The Group set itself a great deal to accomplish in 2000 and has worked hard to
drive through its strategy. The economic environment affecting our businesses
remains important to future performance, and conditions may prove challenging
in 2001. We are confident however that the foundations we have established
this year provide a sound platform for building value for the future.

                                                                   MIKE LEVETT

                                                    Chairman & Chief Executive

                                                                  6 March 2001

Enquiries:
Old Mutual plc                                Tel: [phone]
Mike Levett, Chairman & Chief Executive
Julian Roberts, Finance Director              [e-mail]
James Poole, Investor Relations               [e-mail]

College Hill (UK)                             Tel: [phone]
Gareth David                                  [e-mail]
Tony Friend                                   [e-mail]

College Hill (South Africa)                   Tel: + 27 211 447 3030
Kim Milnes                                    [e-mail]
Nicholas Williams                             [e-mail]



BUSINESS REVIEW

Life Assurance

This year has seen significant progress in our life assurance businesses. In
South Africa we have appointed a new, young management team following Gerhard
van Niekerk's well earned retirement, reorganised the business with much
greater customer focus, and significantly extended our technology platforms.

Outside South Africa we have acquired licences to start operations in India
and the USA and built new distribution relationships in the Far East.

We achieved world class results from our continuing life businesses with
operating profit up 12% at £478m, a return of 23% on internal capital
allocated (1999:20%), and the embedded value of new business topped £74
million, with the margin on sales being 22%. After adjusting for the effects
of demutualisation premiums and the new South African life office tax regime,
the underlying value of new business was up 16% in Sterling terms.

The increase underlying operating profit in Rand terms was 24%. The growth in
operating profit derived mostly from capital charges on the high asset base
arising from the strong equity markets during 1999, and tight expense
management.

New business annual equivalent premiums (valued for embedded value purposes)
were up 3% in Sterling terms, with sales in South Africa up 16% in Rand,
excluding the windfall effects of the demutualisation in both years. Single
premiums were strong both in and outside of South Africa, and group business
recurring premium sales more than doubled.

South Africa

Group Business

Financial performance

Our Group business, Employee Benefits, delivered an excellent operating profit
for the year, which at £85 million was 27% higher than the £67 million
achieved in 1999. This performance principally reflects the impact of a high
opening asset base, coupled with improved fee levels and expense savings from
last year's Project 500 initiative. The value of new business increased 7%
from £27 million to £29 million, although margins fell from 49% to 38%
primarily as a result of business mix changes.

New recurring business premiums were £48 million, an increase of 129%,
compared to £21 million in 1999, principally arising from a higher volume of
risk products sold.

Single premiums (excluding certain market-linked business, where profits are
reported under Asset Management) were lower when excluding the re-investment
effects of demutualisation share sale proceeds in both years.

Employee Benefits continued to lead the Guaranteed Fund market in 2000 and
declared bonuses for the 1999/2000 year giving policyholders a return of 16%
in our flagship product, following strong investment performance in that
period.

Product innovation

The group developed a number of innovative products during the year. Symmetry,
launched in August, provides a multi-manager capability to complement our with
profits range, and is already a growing presence in the multi-manager market.
Synergy, launched in May, is a new short-term disability product. October also
saw the launch of our optional risk benefits product (ORB), which offers
members flexibility of product choice within a group risk arrangement.

Further progress has also been made in the area of group retirement fund
administration. In June we launched Splitfunder, a computer application that
ensures the efficient transfer of member-level investment choices to a wide
choice of asset managers. During the second half of the year we added the
capability of electronic data and money exchange known as Dataway. This has
provided the business with a more efficient, web-enabled, customer service and
improved controls.

Moving forward

The market for outsourcing pensioner liabilities remains strong, although the
uncertainty surrounding regulation of distributions of pension funds surpluses
is holding some clients back. Employee Benefits has the products and financial
strength to continue attracting significant flows from this market. In
addition, the market for more flexible open fund arrangements is developing
and we are rapidly adapting our products to meet this demand. We will continue
to invest strongly in providing service improvements through better IT
systems.

Individual Business

Financial performance

Operating profit of £165 million was 2% lower this year than the £168 million
earned in 1999, although 13% higher in Rand terms after excluding costs of £13
million previously reported as shareholder expenses. Higher margins were
earned from high asset levels in the first part of the year.

The value of new business at £38 million was 36% higher than the £28 million
in 1999 primarily as a result of a reduction in the cost of financing
acquisition expenses. New single premiums, at £805 million, increased 15% from
a high 1999 base of £697 million with the Investment Frontiers range in
particular continuing to attract flows in excess of £540 million.

Total individual recurring new business premiums of £131 million were
disappointing, at some 7% below 1999 levels of £141 million. This principally
reflected the adverse impact of the sales force reorganisation on agent
headcount and deliberate action to exit unprofitable business areas. Agent
numbers have, however, now stabilised and the planned rollout of a new sales
methodology was completed in October. Some improvement in volumes was evident
in the second half of the year and importantly, persistency, average case
size, and agent productivity trends were positive.

Within these numbers, our affinity group business, Group Schemes, continued to
perform well, with new business premiums this year up 27% on the prior year.
Alliances with Peoples Bank and JD Group, and other initiatives into the
private sector represent a significant opportunity for future growth.

Product innovation

This year has seen the development of a number of innovative new products for
the individual client. In June 2000, we launched the Essential Savings Plan,
which is an affordable savings plan for entry-level investors and, in
November, we launched the Investment Horizons range of savings and investment
products for the middle market.

We have also made considerable progress in the second half of 2000 building
our bancassurance joint venture with Nedcor. In addition to the Peoples Bank/
Group Schemes arrangements, we are embarking on a series of product and
distribution initiatives aimed at middle and high-income customers.

Following the launch of our Mint high net worth brand in July, we have
established a specialist salaried advisory service aimed at improving our
penetration in this competitive high value market.

Regulation

Following concerns over increasing debt-levels of Government employees and the
activities of unlicensed micro lenders, the South African Government
announced, during 2000, plans to phase out non-statutory deductions from the
payroll of government employees (Persal). This method is also widely used by
the Group for premium collection, particularly in our Group Schemes business.

We have played an important role in the dialogue between Government and the
life industry to mitigate the effects on our customers and welcome its
intention to continue to allow insurance premiums to be deducted from
government employee payrolls.

Moving forward

The individual market is changing rapidly in South Africa. The Group is
therefore planning for further product launches in 2001 aimed at ensuring a
comprehensive and competitive range of savings, risk and investment products
in each market segment. At the same time, we are moving our products on to
new-generation administration platforms, pioneered for our successful
Investment Frontiers range, and aim to deliver significantly improved service
levels.

We also aim to expand our market reach by growing our Personal Financial
Advice distribution force in the middle income market without compromising on
the higher entry requirements introduced following the restructuring of the
agency sales force, and by building a new sales team focused on the emerging
middle market.

Technological developments

This past year has seen an aggressive roll out of our deployment of
Information Technology in key areas such as rapid product development systems,
and e-commerce where we launched our 4th generation website and low cost
administrative platforms. The launch of Investment Horizons and the Essentials
product range on a lower cost administrative platform was a key feature,
together with the web enablement of Investment Frontiers which now allows our
customers to interrogate their accounts and monitor performance on-line.

In addition to our own developments in the e-commerce arena, we jointly formed
Miraculum, in August, with Dimension Data and Nedcor, to compete in the
growing electronic procurement services market. We also acquired a 20%
strategic shareholding in Internet Solutions, the leading business to business
internet service provider in South Africa, in which Nedcor also holds a 20%
stake. These investments will secure access to scarce skills and intellectual
capital within the rapidly evolving e-commerce marketplace.

Customer focus

In October we announced the re-organisation of the individual product
businesses and distribution channels around major customer segments, High
Income, Middle Income and Emerging Wealth. This change has given us the
opportunity to build a management infrastructure focused on the specific needs
of each of our major customer segments.

This new customer focus called for a change in culture within the organisation
which is being driven by an initiative, Siyakhula (a Xhosa phrase which means
'We Are Growing'), recently rolled out to our employees. It aims to harness
our employees' energy within our overall business strategy and to ensure that
the virtuous circle of satisfied customer needs, shareholder value, return to
the community and employee development is completed.

Investing in People

During the year Gerhard van Niekerk announced his retirement as managing
director of Old Mutual South Africa, effective 1 March 2001 following a long
and distinguished career. We are all grateful to him for the huge contribution
he has made over the years. He is succeeded as MD by Roddy Sparks, whose 15
years at Old Mutual have included appointments as Executive General Manager of
life investments, finance and most recently, responsibility for the non-life
businesses. Also appointed were Peter Moyo, as Deputy MD responsible for
institutional business, and Peter de Beyer, Deputy MD, focusing on individual
business.

In February 2001 the Group established Old Mutual Business School, which will
provide educational opportunities for staff at all levels, and significantly
enhance our skills to deliver better value products and services for
customers, and profitable growth to our shareholders.

Rest of the World

International and Offshore

In 2000, our international and offshore expatriate businesses embarked on a
fresh strategy, which organised the Group as a provider of quality single
premium bonds and multi-manager offshore unit trusts into South Africa, the
Far East and other markets.

We have made considerable progress focusing our product range on high quality
single deposit offerings, with both internal and external asset management and
we teamed up with Nedcor in the Far East to launch a range of innovative unit
trust products.

In addition to developing our core operations, during 2000, we started work on
a project to bring localised versions of our South African Investment
Frontiers product to the UK. This product is expected to be launched towards
the end of 2001.

In India, our joint venture with OM Kotak Mahindra was one of the few
companies to receive its licence in December, and we are well advanced in the
development of products and the building of the sales and service teams.

In the USA we acquired a widely licensed company Unified Life in February
2001, which will provide a platform to sell fixed and equity-linked annuities.
We have hired a powerful team of executives for this venture led by Guy
Barker, previously Chief Executive of Natwest Life in the UK and before that
Chief Actuary of Jackson National in the USA.

Rest of Africa

The Group's operations in Zimbabwe continue to suffer from political turmoil,
which was heightened this year by disturbances surrounding the General
Election. Our business, which is the largest financial services business in
the country, continued to be profitable, but rapid currency devaluation has
significantly reduced its contribution to the Group's results. Our Namibian
business made steady progress.

FINANCIAL SERVICES

The Group's asset management capability took a significant step forward in
October with the acquisition of United Asset Management Corporation (UAM), one
of the largest independent investment management organisations in the world.
The US market is the world's largest both for institutional and retail/
individual assets and the acquisition gives the Group a diversified range of
investment managers, styles, asset classes and clients and now makes the Group
one of the top 30 asset managers in the world, classified by funds under
management.

Total operating profit across the financial services segment of £124m
increased 158% from £48 million in 1999 due primarily to a contribution of £57
million from businesses acquired in the year. A Gerrard Group profit of £13
million (after charging integration costs of £14 million), was included in
Group earnings from 31 March 2000, and earnings of £44 million were generated
by UAM from 5 October 2000.

Asset Management Worldwide

Our asset management businesses performed well in 2000, with operating profits
at £97 million growing 116% from £45 million in 1999. Excluding the
contribution of UAM, existing operations produced a 18% increase in profit,
with Old Mutual Asset Managers SA and Old Mutual Unit Trusts performing well.
Funds under management increased by 276% to £169 billion primarily as a result
of the UAM acquisition.

United Asset Management

Financial Performance

UAM operating profits of £44 million for the period since acquisition
represent a strong result in light of difficult market conditions in the last
quarter of the year. The UAM Group ended the year with £119 billion of funds
under management, down 14% from acquisition, principally reflecting the Nasdaq
driven lower market levels during the fourth quarter and the £6 billion of
funds which left the Group through planned divestiture. In spite of the market
downturn, net cash flows at Pilgrim Baxter were positive, as the diversity of
Pilgrim Baxter's product range softened the market effects. The trend toward
value managers also became increasingly apparent as cash out-flows from these
managers slowed in the last quarter.

The investment performance of UAM's firms during the year reflected the
breadth of talent and the full spectrum of capabilities within the
organisation. Whereas growth-orientated managers in the US performed well in
the period of market growth during the first quarter, OMAM(US)'s
value-orientated managers, Barrow, Hanley, Mewhinney & Strauss, and NWQ
Investment Management together with certain other UAM firms, achieved superior
results during the market's move to value in the last quarter.

Restructuring

Working closely and cooperatively with affiliate senior executives, the Group
successfully completed the reorganisation of UAM into three focused groups:


  * Old Mutual Asset Managers (US): seven affiliated firms providing
    focused, multi-style, multi-product capability;

  * Pilgrim Baxter & Associates, our major retail funds franchise and
    distribution platform; and

  * A strategic group consisting of the remaining UAM affiliates providing a
    wide variety of capabilities, primarily to the institutional marketplace.

In November 2000, we announced the restructuring of our relationship with
Pilgrim Baxter & Associates. The restructuring moved the company from a
historical revenue-sharing model to profit sharing, in order to align
incentives with the Group's objectives.

Since then, we have also announced similar arrangements whereby Acadian Asset
Managers, Analytic Investors, Barrow, Hanley, Mewhinney & Strauss, Clay
Finlay, Dwight Asset Management, NWQ Investment Management and Provident
Investment Counsel all moved to a profit sharing model under OMAM(US). These
affiliates will work together, and with our other international asset
management businesses, to meet client needs and seek opportunities for
co-operation.

The remaining UAM affiliates are being carefully reviewed and evaluated to
determine the most appropriate future strategy for each firm. These
discussions encompass a range of options, including joining OMAM(US),
remaining indefinitely as a stand-alone firm inside the Group, merging with
another UAM firm, or possible alignment with other third parties. The process
of working with the firms is collaborative, keeping in mind the needs and
interests of the firms' clients, principals and employees.

New opportunities

Since acquisition we have further developed some research and development
initiatives already underway in UAM. In particular, we have established
eSecLending Securities as a separate company, to be based in our Bermuda
office and targeted to create a new globally-operated internet-based auction
system for securities lending. The first auction with our US partner CalPERS
took place very successfully in October 2000.

Moving forward

Going forward, there will be many opportunities for our asset management
businesses worldwide, as the Group takes advantage of the closer links with
UAM affiliates, and continues its restructuring programme. Our strategy
focuses on providing our institutional and retail clients with high standards
of performance and service to build value and maximise cross-business
synergies, particularly between Gerrard and UAM.

Old Mutual Asset Management - South Africa

Financial performance

OMAM(SA) delivered excellent results this year with operating profits of £19
million, up 68% in Rand terms from 1999. This principally resulted from higher
market values throughout the first half of the year, focused expense
management, and enhanced overall fee levels from new and existing mandates.

Relative investment performance in South Africa, whilst not as strong as the
previous year, was satisfactory across the range of products during the year.
For the second year running, OMAM(SA) was rated the No.1 fund management
company in South Africa by the management of listed corporations in the annual
Reuters Survey on Global Emerging Markets.

Old Mutual Unit Trusts (OMUT) delivered excellent results this year, with
operating profit of £16 million, up 40% in Rand terms on the previous year.
This result was in spite of poor JSE performance as investor flows were
directed to global funds, with OMUT benefiting from strong trading profit and
the timely launch of higher margin offshore funds and the continued success of
its range of Fund of Funds products.

Gross sales amounted to R11.5bn, an increase of 31% over the previous year.
After achieving record inflows in the first half of the year as a result of
the launch of ten Rand-denominated global funds, these funds reached exchange
control limits in August and were consequently closed. This, together with a
change in sentiment by wrap fund managers, resulted in a slowing of sales
during the second half.

Launch of FundsNet

2000 also saw the launch in November of FundsNet, an Internet-based investment
platform giving investors and intermediaries 24-hour access to an extensive
range of unit trusts from Old Mutual and other leading South African asset
managers.

Rest of world

Re-launch of Old Mutual Asset Managers (UK)

The year 2000 represented a year of significant and exciting change for OMAM
(UK), following a strategic review of the business, coinciding with the move
of the previous CEO, Kevin Carter, to the USA. John Ainsworth was appointed
Chief Executive toward the end of the year and brought with him a highly
regarded team of investment professionals. The team is now working to
establish OMAM(UK) as the Group's UK asset management platform and to
aggressively grow its third party specialist institutional mandates and retail
business.

In November 2000 the European fund was relaunched, led by Adrian Farthing, and
in February 2001, under Ashton Bradbury, the team successfully launched a new
UK Select Smaller Companies Fund.

Gerrard

Private Client UK

Merger and Restructuring

In March 2000 the Group's offer for the Gerrard Group was finalised adding
Greig Middleton's private client business to Capel Cure Sharp Limited.
Throughout the year our management teams have worked to integrate and merge
the two businesses at all levels, and co-locate their operations in London and
selected branches.

In December, the group re-branded Greig Middleton and Capel Cure Sharp under
the 'Gerrard' name. The combined Gerrard business is the UK's largest high net
worth private client asset manager, offering a wide range of discretionary,
advisory and managed services from 31 different office locations.

Financial Performance

Operating profit, before integration costs of £14 million was £26 million for
the year, incorporating a full year's contribution from Capel Cure Sharp and
nine months' contribution from Greig Middleton.

Operating profits from our legacy CCS business were adversely affected by
regulatory and system issues, which arose from the high business volumes
experienced in the first half. These issues resulted in changes of management
of the business and a £4 million charge for additional costs following the
recruitment of temporary resources by the Group to manage the problem and
rectify the issues involved.

We have strengthened the management team during the latter part of the year
following the retirement of Richard Bernays. Stephen Clark was appointed
Deputy Chief Executive and Chief Operating Officer of Gerrard in August and
Clive Boothman was appointed Chief Executive in September 2000. A new Chief
Financial Officer, Peter Meyer, was appointed in December 2000.

The restructuring plan following the merger remains on track to secure
improved revenue sources and future annualised cost savings of approximately £
15 million from a total restructuring cost outlay of £25 million. The timing
of delivery has been delayed as a result of a required change to our IT
strategy for the combined group to secure operational platforms that are
sufficiently robust to deal with high trading volumes similar to those
experienced in the first quarter of 2000.

Revenues of £149 million were 6% better than the previous year on a
like-for-like basis, despite the transfer of revenue from Institutional and
Corporate business from Greig Middleton to Old Mutual Securities and GNI
during the year, as part of the post acquisition rationalisation. Commissions
continued to be strong and, in spite of flat to lower market and fee income
levels, improved as charging structures were extended throughout our client
base and clients moved toward more discretionary services. CCS unit trusts
performed well, particularly in the first quarter of the year.

Market conditions during the year to December 2000 were challenging as the
APCIMS balance benchmark fell by almost 5% and the FTSE fell by nearly 10%.
Total funds under management at £20.9 billion increased 118% from £9.6 billion
in 1999, principally through the acquisition of Greig Middleton, however,
market movements and net fund outflows have somewhat offset this effect.

Moving forward

The continued integration of the Capel Cure Sharp and Greig Middleton
businesses offers exciting opportunities to leverage the different skill bases
within each organisation. Over 2001, it is our intention to produce a broader
and enhanced range of both products and services and to leverage the now
rebranded 'Gerrard Investment Funds'. Significant focus will also be placed on
successful delivery of several key transaction processing and client service
infrastructure projects.

Other Financial Services

Operating profits of £15 million for other financial services businesses were
either purchased following the Gerrard acquisition or earned by newly
established businesses.

GNI

Trading in GNI's business has been satisfactory despite market conditions,
which saw volumes at low levels in the second half of the year. Operating
profit of £8 million for the nine-month period ending 31 December 2000,
benefited from further development of equity products. GNI now houses the
collateral management arm of Gerrard & King, the former discount house
business of the Gerrard Group, which was substantially wound down at the end
of 2000. GNI remains at the centre of technological innovation for the asset
management division.

GNI Fund Management launched two guaranteed multi-advisor funds, GNI European
Funds 1 and 2, in August and September. The two funds have a combined value of
$48 million. The funds provide investors with exposure to both equity
derivatives and commodity futures trading, and both finished the year at new
peaks.

Old Mutual Securities

Old Mutual Securities (OMS) was launched in June 2000, following the
combination of Greig Middleton's Corporate and Institutional and Albert E
Sharp Securities businesses into one entity. Since then the group has
developed a market making capability covering more than 300 stocks and gained
30 new corporate broking clients.

Revenues have increased strongly to £19m from £9m in 1999 reflecting the
increased level of activity and product diversity. OMS benefited from high
levels of activity in the early part of the year, particularly in the IT
sector, however, this reduced in the second half of the year, when more
traditional sectors came back into favour. Market-making in stocks started in
February 2000 and have made a strong start.

Prospects remain good as our product range widens to cover all sectors that
exhibit growth potential in the small and mid-cap areas.

Old Mutual Specialised Finance (OMSFIN)

OMSFIN has grown rapidly this year, with after tax earnings of £6 million in
2000 from its corporate lending, securities lending and structured product
activities. The company is well positioned to continue this trend through the
growth of existing operations in South Africa and introduction of new
products.

BANKING

Banking profit of £327 million increased 56% from £210 million in 1999,
principally reflecting the impact of special provisions and property
writedowns of £94 million made by our 53% subsidiary Nedcor last year.

Financial Performance

Nedcor's contribution to Group's operating profit before minority interests
was £337 million, up 57% from the £215 million in 1999. In spite of the
continuing high interest rate environment in South Africa, which continued to
slow business volumes, Nedcor reported a strong result this year generating a
26% increase in headline earnings from R2,406 million to R3,027 million and an
increase of 24% in earnings per share. Nedcor also reported R98 million in
exceptional charges relating to branch property write downs and leasehold
premises, which have been included in the Group's operating profit for
reporting under UK GAAP.

Net interest income was reported as showing an increase of 9% in the year in
spite of a decline in interest margin from 3.64% to 3.46%. The margin was
negatively affected by the reduced endowment effects of lower interest rates
on free capital and the redeployment of funds into strategic investments.
Non-interest revenue continued to grow strongly, increasing by 23% and
reflecting a strong performance overall and excellent foreign exchange income.
Nedcor's cost to income ratio fell from 51.7% to 50.0% as a result of
continued successful cost management, and debt provision levels stabilised
this year, the charge increasing by 5% year on year after allowing for the
higher provisioning levels within the acquired FBC Fidelity Bank.

Nedcor exchanged its 25% interest in Dimension Data International for shares
in Dimension Data Holdings plc during the fourth quarter, generating an
exceptional profit of R3.7 billion (£356 million). The increase in
shareholders' funds caused by the exceptional profit has resulted in the
reported overall return on equity, on a South African GAAP basis, reducing
1.3% to 24.0%; however, excluding technology investments, the adjusted return
on equity for the banking operations is 25.3%, up from 24% last year.

The results of Gerrard & King's operating profit of £2 million are included in
this year's banking results. However, following the announcement of its merger
into GNI in November, Gerrard & King has been winding down its banking book.
The results of its collateral management division, which moved into GNI in
2000, will be reported as part of other financial services results in future.

Business development

Nedcor developed three non-linear strategies during the year, firstly by
forming alliances and partnerships with best-of-breed companies in their
fields to develop the retail banking network. In August, Nedcor acquired the
business of FBC Fidelity Bank Limited which has been merged into Peoples Bank
Limited and is now one of the largest financial institutions serving the
previously under-banked population of South Africa.

Nedcor formed important alliances with: Capital One to utilise its unique data
mining capabilities; Old Mutual's Group Schemes to offer assurance and savings
products; furniture retailer J D Group and Pick 'n Pay Financial Services to
extend the product range and outlets; Imperial Holdings through the purchase
of 50.1% of Imperial Bank, a specialist asset-based finance house; and Virgin
Active, through the acquisition of a 30% private equity interest in the Virgin
Active South African health and fitness business.

Secondly Nedcor's technology and outsourcing division moved towards
commercialisation as a standalone entity. This will enable it to utilise
capacity more widely and create the potential for the outsourcing of IT and
processing needs of other financial institutions.

Thirdly Nedcor has also seen exciting developments in investments in strategic
IT companies and other business enhancing partnerships. This led to further
investment in Dimension Data and new investments in The Internet Solution,
Aplitec, IQ Business Group, Nihilent Technologies and Miraculum, all new
technology businesses that are expected to add value to the traditional
business in future.

Moving forward

The improvement in the economic climate should have a positive effect into the
future. Cost control and increased efficiencies, benefits from alliances and a
continued drive to improve client service should lead to market share growth.
These factors, together with anticipated growth from Nedcor's strategic
investments, should contribute to continuing positive results.

GENERAL INSURANCE

Financial performance

Following a difficult first half due to weather-related losses, our 51%
subsidiary, Mutual & Federal, recovered well in the second half as rating
increases were passed into the marketplace and claims incidence and severity
improved. The group's underwriting result for the year was marginally
positive, compared to a £3 million loss reported at the half year.

Premium income rose 18% from £258 million to £305 million, largely from the
inclusion of the results of the acquired CGU Holdings from October, along with
the benefit of rate hardening in the market. Expense management remains an
important feature of the group's performance, with levels being contained well
this year. The fall in operating profit from £59 million to £44 million
principally reflects the impact of currency effects and a special dividend,
which have reduced the asset levels upon which long term investment returns
are earned.

Corporate development

Continuing with its strategy of consolidation in general insurance, in
October, Mutual & Federal acquired CGU Holdings for R 1,206 million (£106
million). The results of CGU Holdings were incorporated in its results from
this date. Also, as part of its capital restructuring plans, in November,
Mutual & Federal announced a special dividend to shareholders of £71 million.
Notwithstanding this, the Group's capital position remains very strong.

FINANCIAL REVIEW

This report highlights some of the key features of this year's financial
statements and describes how the significant changes that took place during
2000 affected the Group from a financial perspective.

Operating profit presentation

In accordance with common UK industry practice, in order to facilitate the
evaluation of performance, we have shown operating profit and operating
earnings per share before the impact of short term fluctuations in investment
return, non-operating items, and goodwill amortisation.

Acquisitions

The Gerrard Group acquisition was funded by £98 million of loan notes and £431
million of internal resources. The $2.9 billion UAM acquisition was
principally debt financed through a $1,600m revolving credit facility with a
syndicate of banks, issuances of $400 million of Medium Term Notes, and other
internal resources. Pilgrim Baxter's initial re-equitisation costs (see below)
were funded by placing £153 million worth of new ordinary shares, with future
payments expected to be met out of internal resources.

UAM operated with 41 separately governed affiliates where the effective
economic interest to UAM was restricted to a share of revenues. Since
acquisition we have taken steps to realign the interest of the Group with
those of the affiliates by a process of re-equitisation which moves our
relationship with Pilgrim Baxter and the OMAM(US) affiliates from revenue
sharing to an earnings-linked business model. The transaction with Pilgrim
Baxter was in three parts: initial payments of $110 million and $111 million,
for 52% of revenues previously owned by management: a further payment of $420
million, (payable at the option of the Group and to be exercised by the end of
the third quarter) for the remaining 48%, and a grant of $170 million in
phantom stock. Consideration other than the initial payments, together with
$129 million relating to OMAM(US) affiliates, is structured to be paid over
the next seven years, and has been capitalised into goodwill in accordance
with UK GAAP. Goodwill is being amortised over 20 years.

Other shareholders' income/(expenses)

These items principally represent long term investment return of £17 million
earned on shareholders' funds, offset by financing costs of £32 million and
other shareholder costs of £47 million, which include business development
costs of £6 million.

Taxation

The Group's effective tax rate (based on the tax charge as a proportion of
profits on ordinary activities before tax) of 18% is 12% lower than the UK
standard corporation tax rate. This is primarily due to the positive effects
of tax-exempt income earned by the Group's life assurance and banking
businesses in South Africa and the impact of brought forward tax losses in our
South African life businesses, partially offset by STC payments on
distributions.

Non-operating items

Following the restructuring of Nedcor's interests in the Dimension Data Group,
the Group realised a gain of £356 million. This has been recorded in the
profit and loss account as a non-operating item.

Earnings Per Share

The Group's operating earnings per share based on a long term investment
return before goodwill amortisation has increased by 38% from 12.3p in 1999 to
17.0p. This increase principally reflects the strong performance by our life
and banking businesses and the one-off charges relating to pensions
mis-selling (£50 million), special provisions and property write-downs (£94
million) recorded in 1999.

Earnings per share is calculated using an average number of shares in issue
during the year of 3,373 million (1999 number of shares: 3,127 million). These
shares exclude 88 million unvested shares held in employee share trusts.

Dividends

The Board recommends a final dividend of 3.1p per share, which, if approved at
the AGM, will bring the total dividend per share for the year to 4.7p. This
represents an 18% increase over pro forma 1999. Dividend cover (based on
smoothed operating profits) at this level is 3.6 times (1999 3.1 times).

Currency and Markets

The principal currency affecting the Group's operations is the Rand.
Depreciation in that currency against Sterling over the reporting period was
14%, with the exchange rate finishing at R11.3/£ at the end of the year,
compared to R9.9/£ at the beginning of the year.

Our current policyholder charging and asset management fee earning
arrangements determine that the Group's earnings are dependent to a
significant degree upon asset values, which are themselves determined by world
stock markets. The results benefited from the high asset values generated by a
strong 1999 South African equity market, which saw the JSE All Share Index
rise by 57% during that year. Since the acquisition of UAM, the Group's
earnings have also been affected by movements in US equity markets,
particularly those of Pilgrim Baxter, which are closely related to the Nasdaq
index.

Embedded Value

Embedded value is the sum of the shareholders' net assets adjusted to reflect
listed subsidiaries at market value, and the present value of the future after
tax profit from the life business written and in-force at the valuation date,
adjusted for the cost of holding appropriate solvency capital. The change in
the embedded value over the period, adjusted for any capital raised and
dividend provided for, gives an economic measure of performance.

Embedded value is not an appraisal value, so does not include any value for
policies not written at the reporting date. The methodology also does not
record any additional value for linked 'investment type' contracts where
profits are recorded under asset management, nor any additional 'market' value
not reflected in the books for non listed subsidiaries.

Embedded value increased 3% during the year from £5,414 million to £5,553
million as positive Rand growth was offset by adverse currency movements. The
main contributors to the Rand growth of 17% were the strong growth in Nedcor's
share price, strong new business value, and the effect of assumption changes
which crystallised positive experience variances.

Long Term Investment Return

The long-term rate of return used is 14% (1999 14%) which is based upon actual
historical investment returns earned on our South African portfolio. This rate
is applied to a rolling average of investible assets adjusted for shareholder
cashflows. The return has been translated into Sterling, with other profit and
loss account items using the average exchange rate of R10.5/£ for this year.

Capital

During the year, there were some important changes to the Group's capital. In
July we gained High Court approval to cancel an amount equal to £500m from the
share premium account and to increase distributable reserves of Old Mutual
plc, and in October, Mutual & Federal redistributed capital through payment of
a R750 million special dividend (£36 million Group share). In order to fund
the $110 million initial Pilgrim Baxter re-equitisation payment, the Group
placed 105 million new ordinary shares, simultaneously with 25 million
existing issued ordinary shares, representing shares held in connection with
satisfying claims and errors in accordance with the Scheme of Demutualisation.

Solvency

The Group's life assurance and asset management businesses all operate within
regulatory environments, which set minimum levels of required capital for the
purposes of policyholder and customer protection. All the Group's main
operating businesses have solvency levels comfortably in excess of the local
regulatory minimums. In November 2000 the Group received an A2 Moody's rating
while OMLAC(SA), our principal South African life company, received an Aa3
rating for domestic liabilities. Mutual & Federal enjoys an AAA rating and
Nedcor had a tier 1 capital ratio of 11.5% at 31 December 2000 (1999 - 10.5%).

Gearing

In order to fund acquisitions this year and bring the Group toward a more
balanced capital structure, the Group raised £850 million of debt finance,
which at 31 December 2000 represented a gearing proportion (defined as debt
over capital plus debt) of 25%.

The financial information in this document does not constitute the Company's
statutory accounts for the years ended 31 December 2000 but is derived from
those accounts. Statutory accounts for 1999 have been delivered to the
Registrar of Companies, and those for 2000 will be delivered following the
Company's annual general meeting. The auditors have reported on those
accounts: their reports were unqualified and did not contain statements under
section 237(2) or (3) of the Companies Act 1985.

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