Final Results

Usher (Frank) Holdings PLC
13 October 2000

                    Frank Usher plc
            ('Frank Usher' or 'the Company')


My second Chairman's statement has a number of very
important pieces of information to impart as we progress
towards a complete change in the activities of the
business in which you are a shareholder.   Following our
strategic review of the business and a difficult trading
year to May 2000 your Board are proposing, subject to
shareholder approval, to sell the Frank Usher trading
companies, including our property in Hendon to a venture
capital backed management buy-out team a total
consideration of £6.9 million.  This will result in the
Group having a net asset value, after settling inter-
company liabilities and transaction costs, of
approximately £5m in cash.

A circular is today being despatched to shareholders
explaining the proposals in detail and seeking their
approval at an EGM to be held on 9 November 2000.
With 56 years of history in the fashion trade the
separation of the company's entire fashion activities
from its founders has been an emotional endeavour.
However, for the future of the fashion company to be in
the hands of our management team including one member of
the Bruh family is a fitting conclusion to a successful
reign.

Results in Brief

With trading conditions remaining tough both in the UK
and Europe we have seen sales and margins falling faster
than we have been able to reduce our cost base.  Profits
on ordinary activities before tax were £352,000 (1999:
£1,334,000).  Earnings per share were 4.4p (1999: 12.7p).

Dividend

The reduction in the profit available to shareholders has
limited the Board's scope on dividends. However we are
proposing a final dividend of 1.0p (1999: 4.0p) giving a
total dividend for the year to 31 May 2000 of 3.0p (1999:
8.0p).

Review of the Year

The turnover for the year was £18.2m (1999: £20.5m)
reflecting two difficult seasons.  Sales in the UK fell
15% on 1999 due to the high stockholdings carried into
the year by our retail customers and the failure of the
great millennium party to materialise.  Overseas sales
fell by only 7% and now represent very nearly half of our
turnover.   Margins came under pressure both from the raw
material side as the dollar strengthened and as we
tactically worked with our customers to hold on to market
share.  Overall margins fell to 35% (1999: 39%).  We have
however been successfully reducing our cost base, which
in terms of administration costs fell by £0.6m for the
year to £5.3m (1999: £5.9) .

Staff

As ever, nothing would have been possible without the
loyal and energetic support of our staff.  The challenge
of the buy-out will give many new opportunities. I would
like to  but can I thank everyone for their contribution
to the many excellent years we have had together.

Future
The parent company will, if shareholders approve the
proposed sale to management, become a cash shell, fully
listed, with £5.3m in cash at completion.  We have
instructed our advisers to seek out opportunities for the
company and until such time as we complete any
transaction, Anne and Stephen Bruh, John Corre and myself
I will remain directors of the company.   I am
confident that a number of opportunities will present
themselves and I will keep you informed of our progress.

Jeremy Hamer
Chairman

Consolidated profit and loss account
For the year ended 31 May 2000
                                        2000      1999
                                        £'000     £'000
Turnover                                18,238    20,482
Cost of sales                           (11,848)  (12,446)
Gross profit                            6,390     8,036
Distribution costs                      (672)     (700)
Administrative expenses                 (5,296)   (5,936)
Operating profit                        422       1,400
Interest receivable                     13        15
Interest payable                        (83)      (81)
Profit on ordinary activities before    352       1,334
taxation
Tax on profit on ordinary activities    (74)      (481)
Profit for the financial year           278       853
Dividends                               (190)     (480)
Retained profit transferred to          88        373
reserves
                                                  
Earnings per ordinary share - basic     4.4p      12.7p
                                                  
Earnings per ordinary share - diluted   4.4p      12.7p

Consolidated balance sheet
As at 31 May 2000

                                2000   2000    1999   1999
                                £'000  £'000   £'000  £'000
Fixed assets                                          
Tangible assets                        3,848          3,786
Current assets                                        
Stocks                          2,262          2,418  
Debtors                         2,570          2,914  
Cash at bank and in hand        435            244    
                                5,267          5,576  
Creditors (amounts falling due  (2,939)       (3,240) 
within one year)               
Net current assets                     2,328          2,336
Total assets less current              6,176          6,122
liabilities
Deferred taxation                      (45)           (79)
Net assets                             6,131          6,043
                                                      
Capital and reserves                                  
Called up share capital                316            316
Share premium account                  3,247          3,247
Capital redemption reserve             813            813
Other reserves                         180            180
Profit and loss account                1,575          1,487
Total shareholders' funds              6,131          6,043

Consolidated cash flow statement
For the year ended 31 May 2000

                                          2000      1999
                                          £'000     £'000
Net cash inflow from operating activities 1,240     2,150
                                                    
Returns on investments and servicing of             
finance
Interest received                         13        15
Interest paid                             (83)      (81)
                                          (70)      (66)
                                                    
Taxation                                            
UK corporation tax paid                   (355)     (676)
                                                    
Capital expenditure                                 
Purchase of tangible fixed assets         (338)     (226)
Disposal of tangible fixed assets         8         _
                                          (330)     (226)
                                                    
Equity dividends paid                     (379)     (726)
                                                    
Cash inflow before financing              106       456
                                                    
Financing                                           
Issue of ordinary share capital           -         23
Purchase of own share capital             -         (868)
                                          -         (845)
Increase/(decrease) in cash               106       (389)

Notes to the cash flow statement for the year ended 31 May 2000
(a)Reconciliation of operating profit to net cash inflow
from operating activities

                                              2000   1999
                                              £'000  £'000
Operating profit                              422    1,400
Depreciation charges                          263    263
Loss on disposal of tangible fixed assets     5      __
Effect of foreign exchange rate changes       26     (37)
Decrease in stocks                            156    240
Decrease in debtors                           314    279
Increase in creditors                         54     5
Net cash inflow from continuing operations    1,240  2,150

(b)Reconciliation of net cash inflow/(outflow) to
  movement in net funds

                                              2000   1999
                                              £'000  £'000
Increase/(decrease) in cash in the period     106    (389)
                                                     
                                                     
Effect of foreign exchange rate changes       49     16
Movements in net funds in period              155    (373)
Net (debt)/funds at 1 June                    (300)  73
Net debt at 31 May                            (145)  (300)

(c)Analysis of net funds/(debt)

                            1 June   Cash   Exchange  31 May
                            1999     flow             2000
                            £'000    £'000  movemen  £'000
                                            ts
                                            £'000
Cash at bank and in hand    244      182    9        435
Bank overdrafts and loans   (544)    (76)   40       (580)
Net funds/(debt)            (300)    106    49       (145)

Notes

1. Basis of preparation of financial information

The figures for the year ended 31 May 2000 are audited
and do not constitute statutory accounts within the
meaning of Section 240 of the Companies Act 1985. The
figures for the year ended 31 May 1999 have been
extracted from the audited statutory accounts. The
statutory accounts for the year ended 30 May 1999, upon
which the auditors issued an unqualified report, have
been delivered to the Registrar of Companies. The
accounting policies applied are those set out in the
annual report for the year ended 31 May 1999.

2. Dividend

The directors recommend the payment of a final dividend
of 1.0p per share (1999: 4.0p) which makes a total
dividend for the year of 3.0p (1999: 8.0p).

3. Earnings per share

Earnings per share and diluted earning per share have
been calculated in accordance with FRS14 which requires
that earnings should be based on the net profit
attributable to ordinary shareholders. The calculation of
earnings per ordinary share on the net basis is based on
profit for the year of £278,000 (1999: £853,000) and on
6,322,531 (1999: 6,712,312) ordinary shares, being the
weighted average number of ordinary shares in issue
during the year.

The calculation of diluted earnings per ordinary share
resulting from outstanding share options are based on
6,322,531 (1999: 6,713,718) ordinary shares being the
diluted weighted average number of shares in issue during
the year.

4. Annual General Meeting

The Annual General Meeting will be held at 11.00am on 9
November 2000 at the offices of Nabarro Nathanson, Lacon
House, Theobald's Road, London WC1X 8RW.

5. Announcement

Copies of this announcement are available from the
Company's Registered Office at 100 The Broadway, West
Hendon, London NW9 7AQ. The annual report and accounts
will be circulated to shareholders shortly.