Final Results

Ocean Wilsons Holdings Ld
11 May 2000


                         Ocean Wilsons Holdings Limited
                            Preliminary Announcement

At a board meeting held today the following announcement of the unaudited
results of the Company and its subsidiary companies for the year ended 31st
December 1999 was approved by the directors.

                     Consolidated Profit and Loss Account

                                                 Year to 31st     Year to 31st
                                                   December,        December,
                                                     1999             1998
                                                     £'000            £'000
Turnover
 Turnover and share of joint ventures                  73,395           95,759
 less share of joint venture turnover                  (5,800)          (5,713)
Group turnover                                         67,595           90,046
 Operating costs                                      (53,936)         (70,184)
 Depreciation                                          (4,398)          (6,290)
Operating profit                                        9,261           13,572
 Share of operating profit in joint ventures            1,443              527
 Share of operating loss in associates                   (246)               -
 Income from fixed asset investments                      422              403
 Realised surpluses/(deficits) on sales of 
  investments                                           3,691             (195)
 Profit/(loss) on disposals of fixed assets                48             (246)
 Net exchange loss on foreign currency borrowings      (5,612)          (1,437)
 Other interest receivable and similar income           4,795            5,399
 Interest payable and similar charges                  (3,351)          (3,094)
Profit on ordinary activities before taxation          10,451           14,929
 Taxation on profit on ordinary activities             (3,031)          (6,395)
Profit on ordinary activities after taxation            7,420            8,534
 Minority interests                                      (986)            (823)
Profit for the financial year                           6,434            7,711
 Prior year realised surpluses on sales of 
  investments                                             952               72
Profit attributable to shareholders                     7,386            7,783
Dividends
 Interim - 1.00p per share (1998 1.00p)                  (393)            (397)
 Final - 5.00p per share (1998 4.75p)                  (1,965)          (1,867)
Retained by group companies                             5,028            5,519

Earnings per share Basic and diluted                    16.37p           19.46p



                        Consolidated Balance Sheet
                                                  
                                                   As at 31st       As at 31st
                                                   December,        December,
                                                     1999             1999
                                                     £'000            £'000

Tangible assets                                        59,354           61,480
Investments                                            17,813           13,292

Net current assets                                     34,663           31,076

Total assets less current liabilities                   111,830        105,848

Creditors (amounts falling due after one year)        (42,240)         (29,092)
Provisions for liabilities and charges                 (5,006)          (6,996)
Minority interests                                     (3,607)          (1,710)
        
Net assets                                             60,977           68,050

Net assets per share                                   155.18p          173.18p

The final dividend of 5.00p per share will be paid on the 16th June, 2000, if
approved by shareholders at the Annual General Meeting to be held on the 16th
June 2000, to shareholders on the register at close of business on 26th May,
2000.

Additional copies of this announcement can be obtained from the company's
registered office Clarendon House, Church Street, Hamilton, Bermuda or from the
Company's UK transfer agent, Independent Registrars Limited, Balfour House,
390-398 High Road, Ilford, Essex IG1 1NQ.

Chairman's Statement

An improved second half has helped the Group achieve a satisfactory result for
the full year following the disappointing interim result and the sharp drop in
the value of the $Real against the US dollar and sterling during 1999. In the
year to 31 December 1999 the $Real devalued 44% against sterling (from 2.01 to
2.89), and 49% against the US dollar (from 1.21 to 1.79) which impacted
significantly on the Group's results as the majority of the Group's revenue,
costs and net assets are $Real denominated. Despite the large devaluation,
inflation in Brazil as measured by the consumer price index remained under
control at 8.6%.


Accounts and Results

    For the year ended 31 December 1999 Group's turnover grew in $Reais by 8%
with Tecon Rio Grande and ship agency performing particularly well. In sterling,
turnover fell 25% to £67.6 million due to the adverse movement in the
$Real/sterling exchange rate. The Group's operating margin was slightly lower
than 1998 at 13.7%.

    Profit for the financial year at £6.4 million was 17% lower than last year
(£7.7 million). Included in this are two items of note, the realised surpluses
on sales of investments in the year of £3.7 million (1998 £0.2 million loss) and
the net exchange loss on foreign currency borrowings of £5.6 million (1998 £1.4
million). The realised surplus on sales of investments were derived principally
through the takeover by Close Brothers Group of Rea Brothers Group and the sale
of our holdings of Finsbury Technology Trust at the end of 1999. The net
exchange movements on foreign currency borrowings held by the Brazilian
subsidiaries have been separated in the Profit and Loss. This was previously
included in interest payable and similar charges.

    Profit derived from investment revaluations arising in earlier years and
realised on disposal during the year amounted to £1.0 million (1998 £0.1
million). In accordance with board policy, this profit has been included after
the profit for the financial year to show the profit attributable to
shareholders.

Taxation

The £3.0 million tax charge for the year, represents an effective tax rate of
29.0% (1998 42.8%). The improvement in the Group's rate of tax arises largely
from the increase in investment portfolio income in the year, which is not
subject to tax. The corporate tax rate prevailing in Brazil is 37%. Under
Brazilian tax legislation there is no Group tax relief, so tax losses incurred
in one Group Company cannot be offset against profits in another, but must be
carried forward.

Dividends

The board is recommending that the final dividend be increased by 5.3% to 5.00p
(1998 4.75p). If approved by shareholders at the forthcoming Annual General
Meeting this will make a total dividend for the year of 6.00p (1998 5.75p)
representing a 4.3% increase over the prior year. The full year dividend is 2.7
times covered by profit for the financial year (1998 3.4 times).

Balance Sheet

At 31 December 1999, Group net assets amounted to £61.0 million (1998 £68.1
million). The decrease in Group net assets is attributable to the devaluation of
the $Real as the greater part of the Group's net assets are $Real denominated.
On a per share basis the Group's net assets represent 155.18p per share (1998
173.18p) of which 84.80p (1998 111.42p) was attributable to assets located in
Brazil and 70.38p (1998 61.76p) in other, primarily financial assets outside
Brazil.

Cash flow

Net cash inflow from operating activities during the year was £12.4 million
(1998 £21.5 million). In overall terms, the group had net cash outflows of £13.1
million after taking account of the net funding of capital expenditure (£21.0
million) and net funding of acquisitions (£2.2 million). Capital expenditure was
incurred mainly in our tug building programme and the expansion of Tecon Rio
Grande, and was financed by an increase in Group net debt to £9.4 million
against a net cash position in 1998 of £1.3 million.
    Year end cash balances amounted to £36.8 million (1998 £34.6 million) of
which £19.1 million was held outside Brazil.

Borrowings and Interest

The Group's borrowings increased tom £33.3 million to £46.2 million. New loans
were arranged to finance tug construction and the expansion of the Tecon Rio
Grande container terminal.
    The Group's net interest earned in 1999 was £1.4 million (1998 £2.3
million). This excludes the net exchange movements on foreign currency
borrowings held by the Brazilian subsidiaries, which are shown separately in the
profit and loss account.
    The Group's Brazilian subsidiaries have significant US dollar loans and
$Real denominated loans that are monetarily corrected by the movement in the US
dollar / $Real exchange rate. While the liability in US dollar terms remains
unchanged the devaluation of the $Real generates exchange losses when these
loans are converted into $Reais. Under UK GAAP the Group is required to
recognise the result in the Profit and Loss account in the period it occurs.
These losses are partially offset by a retranslation gain for the movement in
the US dollar / Reais exchange rate when the accounts are translated from
$Reais. This is not shown in the profit and loss account but is included in the
retranslation and adjustment for foreign exchange movements line in the
statement of recognised gains and losses. The net loss or gain to the Group on
the US dollar loans is the movement in the US dollar / Sterling exchange rate.
The remaining loss to the Group relating to the loans (reflected in lower
balance sheet values and included in the statement of recognised gains and
losses) is the decline in the value of the $Real denominated assets funded by
these loans when translated into sterling.

Investment Portfolio

The investment portfolio produced a return of 55% in the year.

Finsbury Asset Management Limited, which manages the investment portfolio
reports as follows:

'With fears of recession and deflation following the LTCM collapse and Asian
crises being quelled by improving economic indicators, equity markets opened the
year positively, extending the recoveries seen in the last quarter of 1998.
After initial rises, however, markets settled into a period of consolidation
that lasted several months as economic releases continued to evidence a recovery
of global growth. Amidst falling interest rates, cyclical recovery stocks
enjoyed a solid rally through to the third quarter at which point monetary
policy committees around the world began to reverse the cuts made to avert
deflation and to stimulate growth.

    The fourth quarter's strong rise was attributable in the main to the 'TMT'
sectors (Technology, Media and Telecommunications), with investors shrugging off
concerns over potential Y2K problems and possible short term slowdown in IT
spend. As a number of institutions ceased dealing early to avoid settlements
spanning the new year, liquidity was very thin, causing a number of share prices
(most notably in the technology arena) to be squeezed upwards (evidenced by the
Nasdaq fourth quarter rise of 48.2%).

    The improving sentiment over the period towards Japan and Asia was reflected
by the strong performance of their equity markets. The portfolio benefited over
the year from a strong rise in its holding of Baillie Gifford Japan (+89.6% at
disposal) and also form a purchase made in the Finsbury Global Investments Japan
fund (up 35.7% on cost at the year end). A holding was also purchased in Sanwa
Bank to gain exposure to the Japanese bank restructuring theme.

    Corporate restructuring and M&A activity were important features both in the
market as a whole and also within the portfolio: the takeover of Rea Brothers by
Close Brothers produced a substantial profit for the portfolio (+126.2% on the
value at the start of the year), the company electing to receive cash for their
shares. British Steel made a return of cash of 35p per share during its merger
with the Dutch steel producer, Hoogovens. BG made a special cash payment to
shareholders while the restructuring of GEC into Marconi saw the company
reposition itself into a communications focused group. Shareholders received new
holdings in British Aerospace in respect of the businesses merged into BAe. The
period also saw Bank of Scotland launch a hostile bid for NatWest, only to see
their improved offer rejected in favour of one offered by Royal Bank of
Scotland.

    Disposals during the period included Cammell Laird, the British ship
services group and also Great Universal Stores due to concerns about growing
pressures on the retail industry such as the threat posed by the internet. The
position in Merek was also sold as the company faces the expiry of a number of
key patents in coming years. At the end of the year part of the position in
Finsbury Technology Trust was sold at a premium to net asset value following its
tremendous rise (+262.2% over the year), with a proportion of the proceeds being
recycled at NAV into a US Dollar denominated open-ended fund, Finsbury Global
Investments Technology Fund, also run by the experienced Reabourne team. A
holding was also bought during the year in the Alternative Investment Strategy
Fund (formerly Finsbury International Hedge Fund) which stood at a 57.8% gain on
cost at the year end.

    The year 2000 saw the market appetite for TMT stocks continue for the first
two and a half months whilst 'traditional' stocks remained out of favour, the
net effect being a further stretching of the valuation gap between 'Old' and
'New Economy' stocks. This initial trend has ended somewhat abruptly, being
replaced by highly volatile moves and rapid sector rotation. The astonishing
demand for internet IPOs and biotech secondaries has come to a halt, and
following the recent Nasdaq and Techmark indices reversals, it would now appear
that the funding window for internet start-ups offering little more than
concepts and business plans and for biotechs has been shut firmly, at least for
the short term.

    Economic growth in 1999 exceeded most forecasts and the general outlook for
the current year is positive. Investors remain focused on data releases that
might evidence rising inflationary pressures, particularly in the US, where the
November Presidential election lends additional complication to the prediction
of Federal action. Statistically election years are positive for equity markets
- if growth is seen to moderate but remain strong whilst inflation continues to
be benign, then 2000 should be another such positive year. Japan continues to
convince the investor community that it has turned the corner and is looking
increasingly attractive. To this end we have increased the portfolio's exposure
to the region since the year end.'

Future Prospects

    Revenues for the first quarter in 2000 are in line with the corresponding
period for 1999 but margins remain under pressure due to competition. As
previously announced the Group acquired the concession at public auction to
operate the container and heavy cargo terminal at Salvador, Bahia. The Group
commenced operating the terminal in March 2000. The expanded berth at Tecon Rio
Grande is already operating and will be officially opened in June.
    The Group is evaluating logistics opportunities in Brazil to
complement our existing bonded warehouse and port operation businesses. We have
established a joint venture with TA Logistica to offer logistic solutions to
companies in Brazil and have entered into partnership with Asco to service the
booming Brazilian upstream oil and gas market.
    Finally I would like to express my appreciation for the support of my fellow
Directors and on their behalf, the appreciation of the Board, to our staff for
their efforts in helping to build and develop the Company.