5/5: CCF 2002 (1/1)

HSBC Holdings PLC
03 March 2003

                            CCF 2002 ANNUAL RESULTS

* CCF maintained profit growth in 2002 despite tough equity market conditions
and economic uncertainty throughout the year.

* Excellent results from both the CCF retail network and the regional banking
subsidiaries, with 17.7 per cent growth in operating profit before provisions.

* Operating profit before provisions from corporate and investment banking up
6.9 per cent despite prevailing economic conditions.

* Asset management and private banking revenues were affected by equity market
conditions. Operating profit before provisions fell 40.3 per cent, however funds
under management were up 3.1 per cent to €51.9 billion.

* Operating income of business managed by CCF rose 1.6 per cent, on a comparable
basis (note 1), to €2,294 million.

* Operating profit before provisions (note 1) rose 1.6 per cent to €700 million.

* Net profit (note 1) rose 4.6 per cent to €498 million.

Comment by Charles de Croisset, Chairman:

"Once again, CCF has achieved growth in earnings despite particularly difficult
market conditions. This underlines CCF's robustness, pertinent strategy and the
positive impact of its integration with the HSBC Group.

"CCF's goal is to further strengthen its position as one of France's leading
banks in its target markets, drawing on the resources of one of the world's
largest banking and financial services groups, as well as on its own in-house
talent and expertise."

Results in 2002 of business managed by CCF

Net attributable profit for 2002 was €562 million, an increase of 8.6 per cent
compared with 2001. After adjusting for major disposals and acquisitions (note
2) made during 2001 and 2002, the results of activities managed by other HSBC
Group business units, and certain exceptional items (note 3), net attributable
profit from businesses managed by CCF amounted to €498 million, up 4.6 per cent
on 2001. This was despite a fall in equity investment profits, from €110 million
in 2001 to just €27 million in 2002, as a result of the stock market decline.

Operating income amounted to €2,294 million, up 1.6 per cent on a comparable
basis, despite the adverse impact of stock market conditions on some revenues.

In this difficult climate, operating costs were kept well under control at
€1,594 million, an increase of just 1.5 per cent compared with 1.7 per cent in
2001. This was achieved by cutting back significantly on central overheads while
maintaining strategic investment in key businesses, particularly retail banking.

Consequently, operating profit before provisions rose by 1.6 per cent, to €700
million.

Tight control over risk led to a moderate specific provision charge of €68
million, giving a provisioning rate (note 4) of 0.22 per cent.

Shareholders' funds amounted to €3.3 billion after the year's transfer to
retained earnings. Tier one capital ratio remained high at 8.2 per cent, while
return on equity, calculated on the basis of average shareholders' funds after
the year's transfer to retained earnings, stood at 16.7 per cent on an
accounting basis (compared with 15.1 per cent in 2001) and 14.5 per cent on a
comparable basis (compared with 13.9 per cent in 2001).

In light of these results, the Board is proposing a dividend of €7.25 per share,
an increase of 29.5 per cent over 2001. The total dividend payment will be
€537million. This, in addition to the €255 million share buyback made in
September 2002, compares with €422 million dividend payments for 2001.

CCF's integration into HSBC and changes in structure

Corporate, Investment Banking and Markets has benefited fully from the
integration with HSBC. This was a key strategic priority of the Group. With CCF,
HSBC now ranks among the leaders in the European eurobond league tables,
particularly for French and UK corporate issues. CCF has improved its position
in mergers and acquisitions, and in the primary equity markets. The benefits of
integration are also beginning to flow through in asset management, private
banking and retail banking.

Meanwhile, CCF continued to develop its business activities and rationalise its
organisational structure to improve efficiency and productivity.

In July 2002, CCF acquired 11 Banque Worms branches in France's major regional
cities and, in early 2003, acquired two branches in Paris to increase its
network in high growth areas. CCF also merged its two wholly-owned online
brokers, Webroker and Selectbourse, with the aim of offering a direct
multi-channel service to its customers.

CCF ended a number of partnerships during the year. This included the sale of
its 50 per cent stake in Lixxbail to Credit Lyonnais and its holding in CCF SEI
to the SEI Group.

In private banking, CCF has strengthened its position through the acquisition of
HSBC Bank France and the minority interests in Banque du Louvre.

CCF has rationalised the structure of its business activities in France, and
consolidated its UK activities within Charterhouse Management Services, with the
aim of generating cost savings by reducing the number of separate companies in
each business segment.

Retail and commercial banking

Among CCF's key activities, retail banking produced excellent results, with 6.3
per cent growth in operating income and 17.7 per cent growth in operating profit
before provisions (on a comparable basis).

Both the CCF retail network (operating profit before provisions up 9.8 per cent)
and the regional banking subsidiaries (operating profit before provisions up
22.7 per cent) contributed to this growth. The regional banks' operating profit
before provisions has more than doubled since 1999 on a comparable basis.

Banque Hervet, which was acquired in March 2001, reported net earnings of €51
million (€36 million in 2001). The bank's 2002 net earnings represent a return
on investment of 10.0 per cent in its first full year as part of the CCF group.
Societe Marseillaise de Credit continued its recovery, with 25.3 per cent growth
in operating profit before provisions and a cost:income ratio of 69.3 per cent,
compared with 108.0 per cent in 1998 when it was acquired by CCF.

Growth in earnings was driven by an excellent commercial banking performance.
The average loan book grew by 4.1 per cent compared with the previous year, and
sight deposits by 8.1 per cent. Another contributory factor was a slight
improvement in interest spreads. This performance reflects a dynamic commercial
approach within the retail networks. They have succeeded in winning new
customers due to a strengthened sales capability, the quality of CCF's
multichannel offering and the success of new products developed with HSBC.

Through its integration with the HSBC Group, CCF now offers a service which is
unparalleled in France today:

* Retail customers have access to an International Banking Centre dedicated to
residents of more than one country, as well as HSBC Premier, a premium service
providing access to branches of the Group around the world;

* Business customers have access to domestic and international business
services, such as Hexagon, along with Elys.PC, which has proved highly popular
since its launch.

The networks also continued to rationalise CCF's back office structures, pool
their product ranges and upgrade their customer relationship management (CRM)
systems, with the installation of a highly effective tool called Vision
Homogene.

Corporate, Investment Banking and Markets

Corporate, Investment Banking and Markets reported 2.0 per cent growth in
operating income and 6.9 per cent growth in operating profit before provisions
(on a comparable basis), despite the difficult equity market conditions. The
cost:income ratio for this business fell by almost 2 percentage points to 58.5
per cent. CCF's excellent performance was driven by synergies with the HSBC
Group, coupled with its own dynamic approach.

Corporate banking continued to grow, with operating income up 13.2 per cent in
major corporate lending and 17.9 per cent in property lending. Investments made
over the past two years in international financing activities have begun to pay
off in terms of new mandate flow. However, international project finance was
affected by the slowdown in the world economy.

Fixed-income and forex capital market activities saw a decline of 6.1 per cent
in operating income and 16.6 per cent in operating profit before provisions.
Dealing performance has been affected by credit provisions which are likely to
be reversed in 2003. Meanwhile CCF continued to play a crucial role in
bolstering the HSBC Group's position in the euro markets generating stronger fee
income. Having already improved its ranking from 22nd place in 1999 to 6th place
in 2001, the Group has now moved up to 4th place in the 2002 euro corporate
bonds league table.

Investment banking achieved 8.6 per cent growth in operating income and 50.7 per
cent in operating profit before provisions. This performance was driven by
strong growth in income from mergers and acquisitions and structured finance
which were up 31.3 per cent and 19.7 per cent respectively. This was despite the
generally poor market conditions. HSBC's corporate finance team in France
notably managed Europe's largest initial public offering of the year, for
Autoroutes du Sud de la France (ASF). This more than compensated for a 22.0 per
cent contraction in revenues from equity brokerage. This area was affected by
the slump in trading volumes but nonetheless performed well in equity
derivatives and managed to produce a small operating profit.

Group branches in the eurozone managed by CCF (note 5) reported a 49.0 per cent
increase in banking revenues, reflecting the benefits of HSBC's pan-European
strategy. However, operating profit before provisions fell by 6.9 per cent due
to non-recurring costs in Spain and a decline in performance from private
banking in Italy.

Asset management and private banking

These business segments were hardest hit by the decline in the financial
markets. However, CCF's asset management activities proved relatively resilient
in this challenging climate. Operating income decreased by only 3.4 per cent and
operating profit before provisions by 32.0 per cent. By contrast, assets under
management increased by 12.6 per cent to €36.7 billion, excluding Framlington.
New business amounted to €2.9 billion, while Group funds contributed a further
€2.7 billion, more than offsetting a 4.4 per cent fall in asset values due to
market effect. Sinopia's assets under management rose by 40.4 per cent to €8.4
billion. In its role as the HSBC Group's quantitative asset management
specialist, Sinopia has strong potential for further growth.

HSBC Asset Management Europe increased its assets under management by 7.6 per
cent to €26.5 billion, principally due to some excellent performances which won
it Investir Magazine's gold medal for five-year performance in the retail banks
category. Elysees Fonds, which specialises in employee savings schemes, enriched
its range with Elyseo, a new 'Loi Fabius' product which has proved very popular.

CCF continues to reorganise its private banking activities which have suffered
from adverse market conditions. Assets under management were down 14.5 per cent
to €15.2 billion while operating income fell by 14.2 per cent and operating
profit before provisions by 46.0 per cent.

In 2001, CCF contributed ownership of its private banking subsidiaries in
Luxembourg, Monaco and Switzerland to HSBC Private Banking Switzerland in
exchange for a 13.4 per cent holding in its capital. It has now begun to
restructure its private banking activities in France. The ultimate objective is
to consolidate all four French private banking subsidiaries - Eurofin, Banque du
Louvre, CCF BPI and HSBC Republic France - into a single entity which will
become France's leading private bank with approximately €11.2 billion in assets
under management.

Portfolio activities

Private equity and equity investment operations, which delivered exceptionally
good results in 2001, reported a significant drop in 2002. Operating profit
before provisions fell from €143 million to €90 million and net profit from €110
million to €27 million. This was partly due to lower capital gains on
Charterhouse's private equity portfolio and partly due to large write-downs on a
few holdings, especially on insurance company stocks.

Excluding equity investment activities, operating profit before provisions rose
by 11.6 per cent to €609 million, and net profit was up 28.7 per cent to €471
million.

Main items of consolidated profit and loss accounts

Published results
Figures in € millions                              2002            2001         % change
Operating income                                  2,337           2,456            (4.9)
Operating expenses                               (1,587)         (1,627)           (2.4)
Operating profit before provisions                  749             829            (9.6)
Net recoveries on loan losses, off-
 balance sheet, other items (note 6)                 34               1                -
Profit attributable to shareholders                 562             517              8.6

Results of business managed by CCF (note 7)
Figures in € millions                        2002            2001        % change      Excluding portfolio activities
                                                                                            2002         % change
Operating income                           2,294           2,259             1.6           2,199              4.2
Operating expenses                       (1,594)         (1,570)             1.5         (1,590)              1.6
Operating profit before provisions           700             688             1.6             609             11.6
Net recoveries on loan losses, off-
 balance sheet, other items (note 6)          28               3               -             28                 -
Profit attributable to shareholders          498             477             4.6            471              28.7

Analysis of figures by business lines (business managed by CCF) (note 7)
Figures in € millions                                             2002              2001           % change
Operating income
PFS and commercial banking                                       1,483             1,396                6.3
Corporate, investment banking and markets                          401               393                2.0
Asset management and private banking                               232               256              (9.6)
Eurozone                                                            94               100              (6.1)
Total activities                                                 2,210             2,145                3.0
Other activities and miscellaneous (note 8)                         84               114
Total                                                            2,294             2,259                1.6

Operating profit before provisions
PFS and commercial banking                                         435               369               17.7
Corporate, investment banking and markets                          166               156                6.9
Asset management and private banking                                31                52             (40.3)
Eurozone                                                            31                33              (6.9)
Total activities                                                   663               609                8.7
Other activities and miscellaneous (note 8)                         37                79
Total                                                              700               688                1.6

Note 1: See note ^ on page 7.

Note 2: See note ^ on page 7.

Note 3: Principally capital gains on intra-group disposals, restructuring costs
and provisions for liability commitments made to employees of certain
subsidiaries.

Note 4: Not including Societe Marseillaise de Credit and Banque Hervet. See note
^^ on page 7.

Note 5: CCF branches in Belgium, HSBC Bank plc branches in France, Spain, Italy,
Belgium and the Netherlands.

Note 6: See note ^^ on page 7.

Note 7: See note ^ on page 7.

Note 8: Portfolio activities return on free capital, miscellaneous items.


^Unless otherwise stated, all figures refer to results of businesses managed
by CCF. The principal adjustments to the published results are as follows:

* Integration of HSBC's eurozone branches (Spain, Italy, Belgium and the
Netherlands), which have been managed by CCF since the end of 2000;

* Exclusion of results of UK businesses managed directly by HSBC (notably
Framlington).

The figures have been restated in order to integrate:

* the many changes in the scope of businesses managed by CCF in 2002
(acquisition of Banque Worms branches, disposal of Lixxbail and CCF SEI,
acquisition of minority shareholders of Banque du Louvre, acquisition of HSBC
Bank France SA ) and in 2001 (acquisition of Banque Hervet and a holding in HSBC
Private Banking Switzerland, disposal of Credit International d'Egypte, transfer
of CCF Brazil, several private banking subsidiaries, and various businesses in
the UK to other HSBC entities);

* some exceptional items (mainly capital gains and losses on the transfers
mentioned, along with restructuring costs and provisions on contractual
commitments granted to some subsidiaries' employees).

^^In 2002, as in 2001, net provisions for loan losses were reduced by
provision recoveries, mainly in respect of country risk provisions and
recoveries of loan loss provisions in Societe Marseillaise de Credit and in
Banque Hervet, which led to a positive contribution to earnings. Excluding these
items, loan provisions were €68 million, representing a provisioning rate of
0.22 per cent.


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