Final Results - Part 2

Whitbread Holdings PLC
2 May 2001

PART 2

Group profit and loss account

Year ended 3    Notes                         2000/1 (52 weeks)
March 2001
                                        Before                      Exception-
                                   exceptional                       -al items
                                         items  (note 4)                 Total
                                         £m           £m                    £m

Turnover
Group and share of joint
ventures
Continuing operations              3,095.2            -               3,095.2
Less share of joint                 (500.6)           -                (500.6)
ventures' turnover
Group turnover  3                  2,594.6            -               2,594.6

Group operating profit -
continuing operations                404.4         (2.2)                402.2
Share of operating profit
in:
Joint ventures                        10.0         (0.9)                  9.1
Associates                            13.8            -                  13.8
Operating profit of the
group, joint ventures
and associates
Continuing      3                    428.2         (3.1)                425.1
operations

Non-operating items -
continuing operations
Net profit/(loss) on
disposal of fixed assets
Group excluding joint                    -         (5.0)                 (5.0)
ventures and associates
Joint ventures                           -          0.2                   0.2
Associates                               -          0.5                   0.5
Net loss on the disposal
of businesses   10                       -         (8.8)                 (8.8)
Fundamental reorganisation
costs                                    -        (26.0)                (26.0)
Share of joint venture's
fundamental
restructuring costs                      -            -                     -
Profit before interest               428.2        (42.2)                386.0

Interest        5                    (93.4)        (0.3)                (93.7)
Profit before taxation               334.8        (42.5)                292.3

Taxation        6                    (78.1)       (16.5)                (94.6)
Profit after taxation                256.7        (59.0)                197.7

Equity minority interests                -            -                     -
Non-equity minority
interests                             (0.1)           -                  (0.1)
Preference dividends                     -            -                     -
Profit earned for ordinary
shareholders                         256.6        (59.0)                197.6

Ordinary dividends                  (153.1)           -                (153.1)

Retained profit for the year         103.5        (59.0)                 44.5

Earnings per    7
share (pence)
Basic                                                                   39.93
Adjusted basic                       53.49
Diluted                                                                 39.90
Adjusted diluted                     53.45

Dividends per share (pence)
Interim                                                                  8.05
Proposed final                                                          23.10



Year ended 3    Notes                   1999/2000 restated (53 weeks)
March 2001
                                     Before                         Exception-
                                exceptional                          -al items
                                      items     (note 4)                 Total
                                         £m           £m                    £m

Turnover
Group and share of joint
ventures
Continuing operations              3,738.9            -               3,738.9
Less share of joint
ventures' turnover                  (787.5)           -                (787.5)
Group turnover  3                  2,951.4            -               2,951.4

Group operating profit -
continuing operations                389.5        (44.3)                345.2
Share of operating profit
in:
Joint ventures                         9.7        (34.2)                (24.5)
Associates                            12.3            -                  12.3
Operating profit of the
group, joint ventures
and associates
Continuing      3                    411.5        (78.5)                333.0
operations

Non-operating items -
continuing operations
Net profit/(loss) on
disposal of fixed assets
Group excluding joint                    -          5.4                   5.4
ventures and associates
Joint ventures                           -         (0.1)                 (0.1)
Associates                               -            -                     -
Net loss on the disposal
of businesses   10                       -         (1.8)                 (1.8)
Fundamental reorganisation
costs                                    -            -                     -
Share of joint venture's
fundamental restructuring
costs                                    -        (17.4)                (17.4)
Profit before interest               411.5        (92.4)                319.1

Interest        5                    (63.1)           -                 (63.1)
Profit before taxation               348.4        (92.4)                256.0

Taxation        6                    (81.1)         5.7                 (75.4)
Profit after taxation                267.3        (86.7)                180.6

Equity minority interests             (0.2)           -                  (0.2)
Non-equity minority
interests                                -            -                     -
Preference dividends                  (0.3)           -                  (0.3)
Profit earned for ordinary
shareholders                         266.8        (86.7)                180.1

Ordinary dividends                  (146.5)           -                (146.5)

Retained profit for the
year                                 120.3        (86.7)                 33.6

Earnings per    7
share (pence)
Basic                                                                   36.36
Adjusted basic                       54.12
Diluted                                                                 36.26
Adjusted diluted                     53.99

Dividends per share (pence)
Interim                                                                  7.65
Proposed final                                                          21.85




Statement of total recognised gains and losses

Year ended 3 March 2001
                                                                     1999/2000
                                                  2000/1            (restated)
                                                      £m                    £m

Profit earned for ordinary shareholders
Group excluding joint ventures and associates     183.6                 219.4
Joint ventures                                      5.0                 (46.6)
Associates                                          9.0                   7.3
Group including joint ventures and associates     197.6                 180.1

Currency translation differences on net
foreign investment                                  1.5                   3.0

Premium on cancellation of preference stocks          -                  (0.2)
                                                  199.1                 182.9

Prior year adjustment arising from the implementation
of UITF abstract 24                                (5.8)                    -

Total gains and losses recognised since previous year
end                                               193.3                 182.9


Group cash flow statement
Year ended 3    Notes                                                   2000/1
March 2001
                                                                            £m

Cash flow from 
operating
activities      8                                                       492.3

Dividends received from
joint ventures and
associates                                                                3.5

Returns on investments and
servicing of finance
Interest received                                   2.0
Interest paid                                     (94.9)
Debt issue costs                                   (5.3)
Other dividends received                              -
Loan interest received                              1.3
Preference dividends paid                             -
Net cash outflow from
returns on investments and
servicing of finance                                                    (96.9)

Taxation
UK Corporation Tax paid                                                 (92.9)

Capital expenditure and
financial investment
Property and plant
purchased                                        (331.9)
Investments purchased and
loans advanced                                     (6.7)
Property and plant sold                           130.8
Investments sold and loans
realised                                           22.1
Net cash outflow from
capital expenditure and
financial investment                                                   (185.7)

Acquisitions and disposals
New businesses  9                                 (11.0)
acquired
Businesses 
sold           10                                 500.3
Net cash inflow/(outflow)
from acquisitions and
disposals                                                               489.3

Equity dividends paid                                                  (148.2)
Net cash inflow/(outflow)
before use of liquid
resources and financing                                                 461.4

Management of liquid
resources
Net movement on short term
securities and 
bank
deposits        11                                                        0.8

Financing
Minority dividends                                 (0.1)
Issue of shares                                     6.2
Repurchase of shares                              (42.6)
Repayment of preference
stock                                                 -
Net movement on short term
bank borrowings 11                                (28.0)
Loan capital    11                                285.0
issued *
Loan capital    11                               (669.5)
repaid
Net cash inflow/(outflow)
from financing                                                         (449.0)

Increase in     11                                                       13.2
cash




Proposed final  Notes                                     1999/2000 (restated)
                                                                            £m

Cash flow from operating
activities      8                                                       559.0

Dividends received from
joint ventures and
associates                                                                1.7

Returns on investments and
servicing of finance
Interest received                                   7.2
Interest paid                                     (86.2)
Debt issue costs                                      -
Other dividends received                            0.1
Loan interest received                              1.8
Preference dividends paid                          (0.3)
Net cash outflow from
returns on investments and
servicing of finance                                                    (77.4)

Taxation
UK Corporation Tax paid                                                 (52.8)

Capital expenditure and
financial investment
Property and plant
purchased                                        (372.3)
Investments purchased and
loans advanced                                    (12.2)
Property and plant sold                            16.9
Investments sold and loans
realised                                           22.9
Net cash outflow from
capital expenditure and
financial investment                                                   (344.7)

Acquisitions and disposals
New businesses  9                                (632.4)
acquired
Businesses 
sold           10                                  11.3
Net cash inflow/(outflow)
from acquisitions and
disposals                                                              (621.1)

Equity dividends paid                                                  (139.3)
Net cash inflow/(outflow)
before use of liquid
resources and financing                                                (674.6)

Management of liquid
resources
Net movement on short term
securities and bank
deposits        11                                                        0.2

Financing
Minority dividends                                    -
Issue of shares                                    10.9
Repurchase of shares                                  -
Repayment of preference
stock                                             (10.0)
Net movement 
on              11                                  2.0
short term
bank borrowings
Loan capital    11                              1,070.2
issued *
Loan capital    11                               (368.3)
repaid
Net cash inflow/(outflow)
from financing                                                          704.8

Increase in     11                                                       30.4
cash


* The net of receipts and payments on revolving credits is included in loan
capital issued.

Group balance sheet

3 March 2001
                                         Notes      2001       2000 (restated)
                                                      £m                    £m

Fixed assets
Intangible assets                                 151.8                 157.7
Tangible assets                                 4,138.1               4,254.3
Investments
In joint ventures
Share of gross assets                              69.2                 235.3
Share of gross liabilities                        (28.3)               (108.6)
                                                   40.9                 126.7
In associates                                      53.0                  50.0
Other investments                                   2.4                  25.2

                                                4,386.2               4,613.9

Current assets and
liabilities
Stocks                                             36.1                  64.9
Debtors                                           165.9                 338.9
Cash at bank and
in hand                                            66.9                 123.1

                                                  268.9                 526.9
Creditors - amounts
falling duewithin one year                       (689.9)             (1,447.1)

Net current liabilities                          (421.0)               (920.2)

Total assets less current
liabilities                                     3,965.2               3,693.7

Creditors - amounts
falling due after more
than one year
Loan capital                                   (1,272.6)             (1,120.2)

Provisions for liabilities
and charges                                       (41.6)                (31.9)

                                                2,651.0               2,541.6


Capital and reserves
Called up share capital                         2,207.8               2,235.0
Revaluation reserve                               621.5                 669.1
Other reserves -
non-distributable                              (1,830.5)             (1,934.7)
Profit and loss account                         1,646.9               1,566.9

Shareholders'   12                              2,645.7               2,536.3
funds

Equity minority interests                           2.2                   2.2
Non-equity minority
interests                                           3.1                   3.1

                                                2,651.0               2,541.6

Notes to the accounts

1. Restructuring of the Whitbread Group

The restructuring of the Whitbread Group is described in the Finance Review.
The Group restructuring has been accounted for in accordance with the
principles of merger accounting setout in Financial Reporting Standard No 6
(FRS6) and schedule 4A to the Companies Act 1985. In accordance with merger
accounting principles, the shares issued in connection with the scheme of
arrangement to acquire Whitbread PLC, as adjusted to reflect the issue of
options and repurchase of shares, have been treated as if issued throughout
the year and the corresponding year.



2. Changes to accounting policies

UITF abstract 24, requiring that pre-opening costs are written off as
incurred, was implemented during the year. The effect on profit and net
assets by segment is shown below.

Impact of UITF 24                                          2000/1
                                                                     Operating
                                                  profit            Net assets
                                                      £m                    £m

Hotels                                              0.1                  (2.8)
Restaurants                                           -                  (1.2)
Sports, health and fitness                          0.6                  (0.5)
                                                    0.7                  (4.5)
Pubs & Bars - managed                              (0.3)                 (0.9)
Net increase/(decrease)                             0.4                  (5.4)



Impact of UITF 24                                         1999/2000
                                                                     Operating
                                                  profit            Net assets
                                                      £m                    £m

Hotels                                              0.9                  (2.9)
Restaurants                                         0.4                  (1.2)
Sports, health and fitness                         (0.3)                 (1.1)
                                                    1.0                  (5.2)
Pubs & Bars - managed                              (0.6)                 (0.6)
Net increase/(decrease)                             0.4                  (5.8)



3. Segmental analysis of turnover, profit and net assets

                                                                     Operating
Year ended 3 March    Turnover     EBITDA**      profit ***         Net assets
2001

By business segment         £m          £m            £m                    £m
Hotels                  439.7        129.4         90.4               1,263.9
Restaurants           1,130.2        179.0        122.8               1,267.3
Sports, health and      139.3         46.0         28.2                 425.5
fitness
                      1,709.2        354.4        241.4               2,956.7
Pubs & Bars - managed   530.9        132.5        105.4                 770.7
- leased                146.8         74.8         71.6                 390.1
Beer                    324.3         21.1         12.5                  (3.8)
Other drinks            359.5         13.4         13.4                  47.7
Acquired businesses for
disposal *               16.3          1.7          1.7                   2.0
Segmental turnover,
profit and net assets 3,087.0        597.9        446.0               4,163.4

Inter-segment turnover
(see note below)        (65.0)
Share of joint ventures'
turnover               (500.6)
Central services         73.2         (8.4)       (13.6)               (221.1)
Allocation to Whitbread Share
Ownership Scheme                      (4.2)        (4.2)
Exceptional items (note 4)            (3.1)        (3.1)
                      2,594.6        582.2        425.1               3,942.3

By geographical segment
United Kingdom        2,525.6        575.9        422.5               3,920.2
Rest of the world        69.0          6.3          2.6                  22.1
                      2,594.6        582.2        425.1               3,942.3




Notes to the accounts

3. Segmental analysis of turnover, profit and net assets
(continued)

                                                                     Operating
                                   EBITDA**      profit ***         Net assets
Year ended 4 March    Turnover  (restated)     (restated)            (restated)
2000

By business segment         £m          £m            £m                    £m
Hotels                  287.5         77.8         54.6               1,181.1
Restaurants           1,071.6        174.2        121.1               1,211.4
Sports, health and      103.6         36.4         22.7                 404.1
fitness
                      1,462.7        288.4        198.4               2,796.6
Pubs & Bars - managed   521.6        135.3        109.0                 757.9
- leased                146.9         67.7         64.3                 385.9
Beer                  1,116.0         80.9         46.5                 298.9
Other drinks            656.7         14.4         14.4                 131.6
Acquired businesses for
disposal *               10.8          1.3          1.3                 129.6
Segmental turnover,
profit and net assets 3,914.7        588.0        433.9               4,500.5

Inter-segment turnover (see
note below)            (244.4)
Share of joint ventures'
turnover               (787.5)
Central services         68.6        (10.3)       (18.0)               (237.7)
Allocation to Whitbread Share
Ownership Scheme                      (4.4)        (4.4)
Exceptional items (note 4)           (78.5)       (78.5)
                      2,951.4        494.8        333.0               4,262.8

By geographical segment

United Kingdom        2,880.5        486.2        328.0               4,243.7
Rest of the world        70.9          8.6          5.0                  19.1
                      2,951.4        494.8        333.0               4,262.8

** EBITDA is earnings before interest, tax, depreciation and amortisation.

*** Operating profit is stated after charging the amortisation of goodwill of
£7.7m (1999/2000 - £1.2m) relating to the acquisition of Swallow Group
Limited and £0.4m (1999/2000 - £0.1m) relating to the acquisition of
Racquets & Healthtrack Group Ltd in Hotels and Sports, health and fitness
respectively.

* The acquired business for disposal relates mainly to the pubs business
acquired with Swallow Group Limited, which was sold on 7June 2000.

Segmental turnover for Restaurants includes the group's share of joint
venture turnover amounting to £138.2m, (1999/2000 -£130.4m), Hotels includes
£2.9m(1999/2000 - £0.4m) and Other drinks turnover is derived wholly from
the group's share of a joint venture. Inter-segment turnover is from Beer to
the other segments. Central services turnover comprises, primarily, food
distribution services provided to a joint venture. The geographical analysis
of turnover and profit is by source. The analysis ofturnover by destination
is not materially different. Sales between geographical segments are not
material.

The results and net assets of the majority of Travel Inns are included in
the divisions that operate them, not in Hotels.

Net assets included above are total net assets excluding net debt.

Following the sale of the Whitbread Beer Company there remains a continuing
activity within the Beer segment. This is as a result of the terms of the
sale of the Whitbread Beer Company to Interbrew which included arrangements
for Whitbread to retain the people and the necessary production capacity to
ensure compliance with its obligations for the remaining period of the
Heineken and Murphy licences.

In the profit and loss account, turnover of the group and share of joint
ventures includes sales from the group to joint ventures amounting to
£107.5m (1999/2000 - £220.2m) and sales to the group from joint ventures
amounting to £8.0m (1999/2000 -£24.0m).

Notes to the accounts

3. Segmental analysis of turnover, profit and net assets
(continued)

                                                  2000/1             1999/2000
The exceptional costs included in operating           £m                    £m
profit are detailed in note 4. 
The analysis is as follows:

Pub Partnerships, Inns and Restaurants *            2.9                  10.3
Restaurants                                           -                   7.2
Hotels                                                -                  15.0
Other drinks                                        0.9                  34.2
Central services                                   (0.7)                 11.8
                                                    3.1                  78.5

* These costs relate to the restructuring of these divisions into Pubs &
Bars and Restaurants. This was a combined project and there was no suitable
basis for allocating the costs to individual divisions.


4. Exceptional items                              2000/1             1999/2000
                                                      £m                    £m

Restructuring/rationalisation costs                (2.2)                (14.4)
Impairment of leasehold properties                    -                  (7.2)
Integration costs                                     -                 (15.0)
Abortive acquisition costs                            -                  (7.7)
Group excluding joint ventures and associates      (2.2)                (44.3)
Joint venture reorganisation costs                 (0.9)                    -
Impairment of investment in First Quench              -                 (34.2)
Charged against operating profit                   (3.1)                (78.5)
Non-operating items
Net profit/(loss) on disposal of fixed assets
Group excluding joint ventures and associates      (5.0)                  5.4
Joint ventures                                      0.2                  (0.1)
Associates                                          0.5                     -
Net loss on the disposal of businesses (note       (8.8)                 (1.8)
10)
Share of First Quench's fundamental                   -                 (17.4)
restructuring costs
Fundamental reorganisation costs
Demerger of Pubs & Bars - transaction costs       (11.0)                    -
Reorganisation costs                              (15.0)                    -
                                                  (42.2)                (92.4)

The restructuring costs, charged against operating profit, relate mainly to
the reorganisation of Pub Partnerships, Inns and Restaurants into the new
Pubs & Bars and Restaurants divisions. The integration costs relate to the
acquisition of the Swallow Group plc. Abortive acquisition costs relate to
the lapsed Allied Domecq Retailing offer.

The transaction costs are principally advisers fees and legal costs. The
fundamental reorganisation costs reflect the organisational changes
resulting from the sale of The Whitbread Beer Company in May 2000 and the
proposed demerger of Pubs and Bars. In both cases the costs are those costs
incurred in 2000/1. There will be further costs estimated at around £25m in
2001/2,which will also be accounted for within non-operating exceptional
items.

5. Interest                                       2000/1             1999/2000
                                                      £m                    £m

Interest payable                                   96.7                  73.4
Interest receivable                                (3.2)                 (8.8)
Interest capitalised                               (3.4)                 (5.4)
                                                   90.1                  59.2
Interest payable by:
Joint ventures                                      1.5                   1.9
Associates                                          1.8                   2.0
                                                   93.4                  63.1
Exceptional interest payable *                      0.3                     -
                                                   93.7                  63.1

* The exceptional interest payable is the premium on the redemption of the
irredeemable loan stock which was associated with the demerger of the Pubs
and Bars business.


Notes to the accounts

6. Taxation                                       2000/1             1999/2000
                                                      £m                    £m
Current taxation on profits for the year before
exceptional items
UK Corporation Tax                                 82.8                  89.1
Deferred tax                                          -                  (8.0)
                                                   82.8                  81.1
Adjustments to earlier periods
UK Corporation Tax                                (11.0)                 (4.6)
                                                   71.8                  76.5
Joint ventures                                      2.8                   1.6
Associates                                          3.5                   3.0
                                                   78.1                  81.1
Tax on operating exceptional items
Group                                              (0.4)                 (6.8)
Joint ventures                                        -                   1.1

Tax on non-operating exceptional items
Group                                              16.9                     -
                                                   94.6                  75.4


7. Earnings per share

Basic earnings per share is calculated by dividing earnings for ordinary
shareholders of £197.6m (1999/2000 - £180.1m) by the weighted average number
of ordinary shares in issue during the year, 494.9m (1999/2000 - 495.3m).
Adjusted basic earnings per share is calculated as follows:


                           Earnings (£m)           Earnings per share (p)
                                  1999/2000                          1999/2000
                        2000/1  (restated)        2000/1            (restated)

Earnings and basic earnings per
share                   197.6        180.1        39.93                 36.36
Earnings and basic earnings per
share attributable to:
Goodwill amortisation     8.1          1.3         1.64                  0.26
Exceptional costs,       59.0         86.7        11.92                 17.50
net of tax

Adjusted earnings and basic
earnings per share      264.7        268.1        53.49                 54.12

Earnings includes a number of exceptional items. In order to demonstrate the
effect of these, together with the impact of goodwill amortisation, an
adjusted earnings per share figure is also presented. Diluted earnings per
share is the basic and adjusted basic earnings per share after allowing for
the dilutive effect of the conversion into ordinary shares of the weighted
average number of options outstanding during the period. The number of
shares used for the diluted calculation is 495.2m (1999/2000 - 496.7m).


8. Net cash inflow from operating activities
                                                                     1999/2000
                                                  2000/1            (restated)
                                                      £m                    £m

Group operating profit                            402.2                 345.2
Investment income                                  (0.1)                 (0.3)
Depreciation/amortisation                         157.1                 161.8
Impairment of leasehold properties                    -                   7.2
Payments against provisions                       (29.4)                 (6.8)
Other non-cash items                                5.4                  44.1
(Increase)/decrease in stocks                     (12.6)                  3.2
Increase in debtors                              (109.0)                 (5.7)
Increase in creditors                              78.7                  10.3
Cash flow from operating activities               492.3                 559.0



Notes to the accounts

9. Acquisitions                    Fair value
                                   of assets                          Adjusted
                                      acquired Adjustments           fair value
                                         as at    to fair            of assets
Fair value adjustments in         4 March 2000     values             acquired
respect
of the Swallow Group Limited
which was acquired on 6 January          £m           £m                    £m
                                                                          2000

Tangible fixed assets                486.5            -                 486.5
Investments                            8.7          1.5                  10.2
Net working capital, excluding       (29.5)        (1.2)                (30.7)
cash
Assets held awaiting disposal        143.9          2.2                 146.1
Cash and overdrafts                   25.2            -                  25.2
Loan capital                        (172.8)           -                (172.8)
Taxation                              (3.9)           -                  (3.9)
Provisions *                             -        (13.0)                (13.0)
Minority interests                    (3.1)           -                  (3.1)
Net assets acquired                  455.0        (10.5)                444.5
Goodwill                             142.8         10.2                 153.0
Cost of new businesses               597.8         (0.3)                597.5

Cash outflow in respect of new businesses acquired
                                                  2000/1             1999/2000
                                                      £m                    £m

Cost of acquisitions                                  -                 687.4
Deferred consideration                                -                 (11.7)
Payments in respect of previous years'             11.0                   0.1
acquisitions
Swallow dividend paid to Swallow shareholders         -                   9.2
Loan stock issued as consideration                    -                 (26.1)
Cash and overdrafts of businesses acquired            -                 (26.5)
Cash outflow                                       11.0                 632.4

* The increased provision relates to the onerous contracts for the reversion
of leases from the nursing homes business sold by Swallow Group Limited
prior to acquisition.

10. Disposals
                                                                         First
                                                                        Quench
                                     Whitbread                       Retailing
                                  Beer Company        Ltd               2000/1
                                                                            £m

Intangible fixed assets                7.9            -                   7.9
Tangible fixed assets                305.9            -                 305.9
Investments                           24.1         76.7                 100.8
Net working capital, excluding        (5.3)           -                  (5.3)
cash and
overdraft
Carrying value of net assets         332.6         76.7                 409.3
Gross proceeds                       394.2        113.0                 507.2
Less costs                            (8.0)        (3.1)                (11.1)
Net proceeds                         386.2        109.9                 496.1
Profit before goodwill write          53.6         33.2                  86.8
back
Goodwill written back                (71.5)       (24.1)                (95.6)
Profit/(loss) on disposal            (17.9)         9.1                  (8.8)

Net sale proceeds                    386.2        109.9                 496.1
Accrued costs                          3.0          1.2                   4.2
Cash inflow                          389.2        111.1                 500.3

The above relates to the disposal of The Whitbread Beer Company on 25 May
2000 and the disposal of Whitbread's 50% interest in First Quench Retailing
Limited on 16 October 2000.

Notes to the accounts

11. Reconciliation of net cash flow to movement in net
debt
                                                  2000/1             1999/2000
                                                      £m                    £m

Increase in cash in the period                     13.2                  30.4
Cash (inflow)/outflow from movement in loan       389.8                (701.9)
capital
Cash inflow from movement in liquid resources      (0.8)                 (0.2)
Cash (inflow)/outflow from movement in short-term
borrowings                                         28.0                  (2.0)
Changes in net debt resulting from cash flows     430.2                (673.7)

Loan capital issued in connection with                -                 (26.1)
acquisitions
Loan capital acquired with acquisitions               -                (172.7)
Foreign exchange movements                         (1.1)                  4.7
Amortisation of premiums and discounts              0.8                  14.9
Movement in net debt in the period                429.9                (852.9)
Opening net debt                               (1,721.2)               (868.3)
Closing net debt                               (1,291.3)             (1,721.2)


12. Shareholders' funds                             2001                  2000
                                                      £m                    £m
Movements in shareholders' funds

Equity shareholders' funds at 4 March 2000
as published                                    2,542.1               2,493.2
Adjust for the implementation of UITF abstract     (5.8)                 (6.2)
24

Equity shareholders' funds at 4 March 2000      2,536.3               2,487.0
restated

Profit earned for ordinary shareholders           197.6                 180.1
Dividends                                        (153.1)               (146.5)
                                                   44.5                  33.6
Other recognised gains and losses relating to       1.5                   3.0
the year
Goodwill on disposal                               95.6                   8.1
Other reserve movements                               -                  (0.3)
Share capital issued                               10.4                  14.9
Share capital repurchased                         (42.6)                    -
Cancellation of preference stock                      -                 (10.0)
Equity shareholders' funds at 3 March 2001      2,645.7               2,536.3