Final Results

Personal Group Holdings PLC
24 March 2003


PERSONAL GROUP HOLDINGS PLC

PRELIMINARY ANNOUNCEMENT OF RESULTS


The Board of Directors of Personal Group Holdings Plc providers of employee
benefits and related business, are pleased to announce the Group's results for
the year ended 31 December 2002 as follows:


                                   HIGHLIGHTS
                                                                              2002          2001

                                                                                £m            £m            %
Trading income*                                                               12.8          11.2        Up 14
Pre-tax profit                                                                 5.6           4.6        Up 21
Earnings per share                                                           13.2p         10.6p        Up 24
Final dividend per share **                                                  2.35p         2.05p        Up 14
Dividends per share                                                          8.00p         7.00p        Up 14



*      Trading income comprises earned premiums, net of claims, claims handling
and reinsurance expenses, and other income from the on-going business
representing commission and fees earned on financial products and other related
services.



**   The directors have recommended a final dividend of 2.35p (2001: 2.05p) per
share payable on 7 May 2003 to shareholders on the register at the close of
business on 22 April 2003.  Shares will be marked ex-dividend on 16 April 2003.





•          Major employee programmes launched for Eaton Automotive, Lloyds
Pharmacy, Thistle Hotels, Allied Bakeries, Siemens, United Biscuits, Tetley,
Wilson Connolly, Wolseley Centers and GAP.



•          Strong pipeline of further launches planned for 2003.





Christopher Johnston, Chief Executive commented:



'The Group is setting the pace in terms of employee benefit innovation and
communication, in a growing market that appreciates our financial vigour and
ability to add value and the individual touch to benefit programmes on a cost
effective basis.  We continue to invest in new business to the benefit of the
long term profitability of the Group.'






CHAIRMAN'S STATEMENT



I am pleased to report that the Group has produced another profitable year.
During 2002, our profit before tax increased by £968,000 to £5,614,000.  The
directors propose a final dividend of 2.35p (2001: 2.05p) per share, which
increases the total dividends for the year by 14%.  After provision for taxation
and dividends there is a surplus of £1,574,000, which has been added to
reserves.  Shareholders' funds now stand at a record total of  £13.9m (2001:
£12.3m), which is 45p (2001: 40p) per share.



The performance of our investments including investment income, net realised and
unrealised gains and losses and related expenses moved from a loss of £94,000 in
2001 to a profit of £286,000 in 2002. By the end of 2002, the total value of our
Government fixed interest securities and cash deposits had increased by
£1,999,000 to £10,733,000.  At 31 December 2002, the value of our UK equity
portfolio was £332,000 (2001: £583,000), representing less than 2% of total
assets.  Investment income in 2003 will be substantially derived from Government
fixed interest securities and cash deposits.  As reported in its annual return
to the Financial Services Authority for the year ended 31 December 2002,
Personal Assurance Plc had net admissible assets of £8,435,000 with a required
minimum margin of £2,082,000 making a £6,353,000 surplus over the required
minimum.



During 2002, new 'all employee' benefit programmes were launched for among
others, Eaton Automotive, Lloyds Pharmacy, Thistle Hotels, Allied Bakeries,
Siemens, United Biscuits, Tetley, Wilson Connolly, Wolseley Centers  and GAP.
Historically our benefit programmes have been for the current employees of the
larger companies.  In 2002, we launched our first ever programme for retired
employees.



Current trading is following the expected pattern and is in line with directors'
expectations.  A number of major employers have assigned the design, content and
communication of their employee benefit programmes to our group of companies
during the first quarter of 2003.  We will continue to invest in our sales
operation, which now has a key account team that is stronger than at any time in
our history.



Having reached the age of 70, Karl Heinz Klaeser and I shall not be standing for
re-election at the Annual General Meeting.  From that day Christopher Johnston
will combine his long standing position as Chief Executive with that of
Executive Chairman for the following twelve months with a view to relinquishing
the role of Chief Executive in favour of Ken Rooney in April 2004.  Ken Rooney
has 30 years experience across all the key functions of our business, including
sales and administration of insurance products, as well as heading our
Independent Financial Advisors team.  He joined the Board in July 2000.



Roger Green and Chris Curling joined the Board as independent non-executive
directors on 1st July 2002 and 1st September 2002 respectively.  Roger Green was
formerly finance director of Bodycote International Plc and Chris Curling is
currently senior partner of Osborne Clarke.



I have had the exceptional experience of observing and participating in the
conception, birth and development of a business that has grown from a dream,
existing only in the business plans and the enthusiasm of its founders, to a
huge and continuing success. At 18 years old I know this youngster has only just
begun to develop and will continue to grow in the years ahead.



I would like to extend my thanks to all our employees for their loyal service to
the Group during 2002.



John Swarbrick

Chairman

24 March 2003





Enquiries:



Christopher Johnston, Chief Executive

John Barber, Finance Director

Ken Rooney, Director
Personal Group Holdings Plc                             01908 605000


Barrie Newton, Director
Rowan Dartington & Company Limited                      0117 933 0011


Simon Rothschild/Trevor Phillips
Holborn                                                 020 7929 5599




CONSOLIDATED PROFIT AND LOSS ACCOUNT

for the year ended 31 December 2002
                                                                             2002                         2001
                                            Note              £'000         £'000           £'000        £'000
TECHNICAL ACCOUNT - GENERAL BUSINESS
Gross premiums written                                                     12,195                       11,067

Reinsurance premiums                                                            -                          (1)

Net premiums written                                                       12,195                       11,066

Change in the gross provision for unearned
premiums                                                                       19                           14
Earned premiums, net of reinsurance                                        12,214                       11,080


Claims paid
Gross amount                                                (2,566)                       (2,444)
Reinsurers' share                                                 -                             -
Net of reinsurance                                          (2,566)                       (2,444)

Change in the provision for claims
Gross amount                                                   (41)                            70
Reinsurers' share                                                 -                             -
Net of reinsurance                                             (41)                            70
Claims incurred, net of reinsurance                                       (2,607)                      (2,374)


Net operating expenses:
Financial reinsurance costs                                   (129)                          (31)
Other                                                       (5,094)                       (4,894)
                                                                          (5,223)                      (4,925)
Balance on the technical account for
general business                                                            4,384                        3,781

NON-TECHNICAL ACCOUNT
Balance on the general business technical
account                                                                     4,384                        3,781

Investment income                                               433                           533
Unrealised losses on investments                               (87)                         (139)
Investment expenses and charges                                (60)                         (488)
Net investment return                                                         286                         (94)

Other income
- normal                                        1             3,434                         2,830
- exceptional                                   2                 -                           426
                                                                            3,434                        3,256

Other charges                                   1                         (2,425)                      (2,232)

Charitable donations                                                         (65)                         (65)

Profit on ordinary activities before tax                                    5,614                        4,646


Tax on profit on ordinary activities            3                         (1,636)                      (1,457)
Profit for the financial year                                               3,978                        3,189


Dividends                                       4                         (2,404)                      (2,101)


Profits retained                                                            1,574                        1,088


Earnings per share

Basic and diluted                               5                           13.2p                        10.6p

Dividends per share                             4                            8.0p                         7.0p




During the year, in respect of discontinued activities, excluding the
exceptional item, the group received income of £91,000 (2001: £319,000) and paid
expenses of £211,000 (2001: £429,000).



There are no recognised gains or losses for the period other than the profit for
the financial year.






CONSOLIDATED BALANCE SHEET

for the year ended 31 December 2002


                                                                             2002                         2001
                                                              £'000         £'000           £'000        £'000
Assets


Investments

Other financial investments                                                 4,711                        4,869

Debtors

Debtors arising out of direct insurance operations            1,140                         1,162
Debtors arising out of direct reinsurance operations              -                            29
Other debtors due within one year                               728                           405
                                                                            1,868                        1,596

Other assets

Tangible assets                                               6,004                         6,111
Cash at bank and in hand                                      6,458                         4,512
Investment in own shares                                        402                           402
                                                                           12,864                       11,025

Prepayments and accrued income

Accrued interest and rent                                        42                            21
Deferred acquisition costs                                       38                            46
Other prepayments and accrued income                             72                            29
                                                                              152                           96
Total assets                                                               19,595                       17,586



Liabilities


Capital and reserves

Called up share capital                                       1,528                         1,528
Profit and loss account                                      12,430                        10,791
Shareholders' funds                                                        13,958                       12,319


Technical provisions

Provision for unearned premiums                                 286                           305
Claims outstanding                                              865                           821
                                                                            1,151                        1,126

Provision for other risks and charges                                         180                           60


Creditors

Arising out of reinsurance operations                             -                            14
Current taxation                                                901                           877
Other creditors including other taxation and social             514                           421
security
Bank loan                                                       307                           384
Proposed dividend                                             1,861                         1,606
                                                                            3,583                        3,302

Accruals and deferred income                                                  723                          779

Total liabilities                                                          19,595                       17,586









CONSOLIDATED CASHFLOW STATEMENT

for the year ended 31 December 2002
                                                                              2002                         2001
                                                              £'000          £'000           £'000        £'000

Net cash inflow from operating activities                                    5,931                        4,263

Loan interest paid                                                            (18)                         (25)


Taxation paid                                                              (1,492)                      (1,606)


Capital expenditure
Purchase of fixed assets                                      (348)                          (721)
Sale of fixed assets                                             86                            144
                                                                             (262)                        (577)

Acquisitions and disposals

Acquisitions                                                                     -                          318

Equity dividends paid                                                      (2,149)                        (990)


Financing

Repayment of loan                                                             (77)                         (33)

Net cashflows                                                                1,933                        1,350


Cashflows were invested as follows:
Increase/(decrease) in cash holdings                                         1,946                        (414)

Bank loan
Net portfolio investment
Ordinary shares, loans, finance leases, treasury loan                         (13)                        1,764
stock
Net investment of cash flows                                                 1,933                        1,350




The prior year figures have been restated to reclassify certain elements of the
cash flow statement.










Notes:



1.        Other income comprises insurance related business £2,897,000 (2001:
£2,338,000) and other business £537,000 (2001: £492,000). Other expenditure
comprises insurance related business £1,370,000 (2001: £1,156,000) and other
business £1,055,000 (2001: £1,076,000).



2.        In 2001, exceptional other income related to the disposal of the
Group's residential property rental contracts and the partial release of the
provision for the onerous lease on a vacated property as follows:


                                                                                             2001
                                                                                             £000

Disposal of property rental contracts
Sale proceeds                                                                                 329
Less costs:
Goodwill                                                                                     (94)
Professional fees and other costs                                                            (11)
                                                                                              224

Partial release of provision for onerous lease on vacated property                            202
                                                                                              426



3.        Taxation comprises United Kingdom corporation tax of £1,516,000 (2001:
£1,485,000), and deferred taxation of £120,000 (2001: £28,000 credit).



4.        The directors have recommended a final dividend of 2.35p (2001: 2.05p)
per share payable on 7 May 2003 to shareholders on the register at the close of
business on 22 April 2003.  Shares will be marked ex-dividend on 16 April 2003.
The total dividend for the year, including the interim dividends of 5.65p (2001:
4.95p) amounts to £2,404,000 (2001: £2,101,000), which is equivalent to 8.00p
(2001: 7.00p) per share.



5.        The basic and diluted earnings per share are based on the profit for
the financial year of £3,978,000 (2001: £3,189,000) and on 30,014,943 basic
(2001: 30,014,943), 30,143,974 diluted ordinary shares (2001: 30,053,236), the
weighted average number of shares in issue during the year.



6.        The preliminary statement which has been agreed with the auditors and
approved by the Board on 24 March 2003 is not the Company's statutory accounts.
The statutory accounts for each of the two years to 31 December 2001 and 31
December 2002 received audit reports, which were unqualified and did not contain
statements under section 237 (2) or (3) of the Companies Act 1985.  The 2001
accounts have been filed with the Registrar of Companies but the 2002 accounts
are not yet filed.




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