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Warburg (S.G.) Group (WSGC)

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Tuesday 28 September, 2004

Warburg (S.G.) Group

Interim Results

Warburg (S.G.) Group PLC
28 September 2004

                                                             Company No: 1874486


                                 S.G. WARBURG GROUP plc


                                   Half-Year Report
 
                                   For the six months ended 30 June 2004


Interim Statement

The Group, comprising the Company and its subsidiaries, carries on investment
activities including the provision of finance to a number of companies within
the UBS AG Group.

Dividends on the 7 5/8 per cent Cumulative Preference shares paid on 31 March
2004 amounted to £0.4m  (2003 £0.4m).  No dividends have been declared nor paid
during the period on the Ordinary shares (2003 £nil) and the Directors do not
currently intend to declare any dividends on the Ordinary shares for the six
months ended 30 June 2004.

The Directors consider the state of the Company's, and its Group's, affairs to
be satisfactory.

INDEPENDENT REVIEW REPORT TO S.G. WARBURG GROUP plc

Introduction

We have been instructed by the company to review the financial information for
the six months ended 30 June 2004 which comprises the Consolidated Profit and
Loss Account, Consolidated Balance Sheet, Consolidated Cash Flow Statement and
the related Note 1.  We have read the other information contained in the interim
report and considered whether it contains any apparent misstatements or material
inconsistencies with the financial information.

This report is made solely to the company in accordance with guidance contained
in Bulletin 1999/4 'Review of interim financial information' issued by the
Auditing Practices Board. To the fullest extent permitted by law, we do not
accept or assume responsibility to anyone other than the company, for our work,
for this report, or for the conclusions we have formed.

Directors' responsibilities

The interim report, including the financial information contained therein, is
the responsibility of, and has been approved by, the directors.  The directors
are responsible for preparing the interim report in accordance with the Listing
Rules of the Financial Services Authority which require that the accounting
policies and presentation applied to the interim figures should be consistent
with those applied in preparing the preceding annual accounts except where any
changes, and the reasons for them, are disclosed.

Review work performed

We conducted our review in accordance with guidance contained in Bulletin 1999/4
'Review of interim financial information' issued by the Auditing Practices Board
for use in the United Kingdom.  A review consists principally of making
enquiries of group management and applying analytical procedures to the
financial information and underlying financial data, and based thereon,
assessing whether the accounting policies and presentation have been
consistently applied, unless otherwise disclosed.  A review excludes audit
procedures such as tests of controls and verification of assets, liabilities and
transactions.  It is substantially less in scope than an audit performed in
accordance with United Kingdom Auditing Standards and therefore provides a lower
level of assurance than an audit.  Accordingly we do not express an audit
opinion on the financial information.

Review conclusion

On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the six months
ended 30 June 2004.

Ernst & Young LLP
London
28 September 2004

                                                                 Six months        Six months              Year
                                                                      ended             ended             ended
                                                                    30 June           30 June       31 December
                                                                       2004              2003              2003
                                                                (unaudited)       (unaudited)         (audited)
                                                                         £m                £m                £m

Turnover                                                                  -               1.0               1.6

Interest receivable                                                    28.5              18.4              37.3
Interest payable and similar charges                                 (14.4)            (12.8)            (25.7)
Other operating income                                                  0.3                 -               5.9
Administrative expenses                                                   -             (1.1)             (2.0)

Profit on ordinary activities before taxation                          14.4               5.5              17.1

Taxation                                                              (4.2)             (1.8)             (3.3)

Profit after taxation                                                  10.2               3.7              13.8

Minority interests  -  equity                                         (0.3)               0.2             (6.5)

Profit after taxation and minority interests                            9.9               3.9               7.3

Dividends on Preference Shares                                        (0.4)             (0.4)             (0.8)

Dividends on Ordinary Shares                                              -                 -             (8.3)

Transfer to reserves                                                    9.5               3.5             (1.8)

Earnings per Ordinary Share (basic and diluted)                        4.05              1.51              2.74



There were no recognised gains or losses other than the profit for the period.

The financial information included in this Half-Year Report does not constitute
statutory accounts as defined in Section 240 of the Companies Act 1985 but does
qualify as interim accounts for the purposes of Sections 270 to 276 of the
Companies Act 1985 and will be submitted to the Registrar of Companies for the
purposes of Section 272(4) of the Companies Act 1985.

The financial information for the full preceding year is based on the statutory
accounts for the financial year ended 31 December 2003.  Those financial
statements, upon which the auditors issued an unqualified opinion, have been
delivered to the Registrar of Companies.

These interim accounts have been prepared on the basis of the accounting
policies set out in the statutory accounts of SG Warburg Group plc for the year
ended 31 December 2003.


                                                                    30 June           30 June       31 December
                                                                       2004              2003              2003
                                                                         £m                £m                £m
Fixed Assets
Tangible Assets                                                         0.1               0.1               0.1
Investments                                                             0.1               9.3               0.1
                                                                        0.2               9.4               0.2
Current Assets
Cash at bank and in hand                                                1.0               2.8              15.5

Current asset investments                                                 -               1.1                 -
Debtors                                                             1,641.0           1,694.2           1,608.7
                                                                    1,642.0           1,698.1           1,624.2

Creditors
Amounts falling due within one year                                 (484.6)           (561.0)           (476.7)

NET CURRENT ASSETS                                                  1,157.4           1,137.1           1,147.5

TOTAL ASSETS LESS CURRENT LIABILITIES                               1,157.6           1,146.5           1,147.7
Creditors

Amounts falling due after more than one year                        (113.0)           (113.0)           (113.0)

                                                                    1,044.6           1,033.5           1,034.7

Capital and Reserves
Share Capital                                                          69.6              69.6              69.6
Share Premium Account                                                 291.1             291.1             291.1
Capital Redemption Reserve                                             64.9              64.9              64.9
Other Reserves                                                         84.9              84.9              84.9
Profit and Loss Account                                               300.8             296.8             291.3

SHAREHOLDER FUNDS                                                     811.3             807.3             801.8

Minority Interests                                                    233.3             226.2             232.9

Total capital resources                                             1,044.6           1,033.5           1,034.7

Analysis of shareholder funds
Equity Interests                                                      800.4             796.4             790.9
Non- Equity Interests                                                  10.9              10.9              10.9

                                                                      811.3             807.3             801.8

Approved by the Board of Directors on 28 September 2004 and signed on their
behalf by:

Julian V Ozanne, Director


                                                                    30 June           30 June       31 December
                                                                       2004              2003              2003
                                                                         £m                £m                £m

Fixed Assets
Investments                                                           161.1             186.8             161.1
                                                                      161.1             186.8             161.1
Current Assets
Debtors                                                             1,228.1           1,284.9           1,216.6
                                                                    1,228.1           1,284.9           1,216.6
Creditors
Amounts falling due within one year                                 (468.9)           (540.7)           (462.7)

NET CURRENT ASSETS                                                    759.2             744.2             753.8

TOTAL ASSETS LESS CURRENT LIABILITIES                                 920.3             931.0             914.9
Creditors

Amounts falling due after more than one year                        (113.0)           (113.0)           (113.0)

                                                                      807.3             818.0             801.9
Capital and Reserves
Share Capital                                                          69.6              69.6              69.6
Share Premium Account                                                 291.1             291.1             291.1
Other Reserves                                                        149.8             149.8             149.8
Profit and Loss Account                                               296.8             307.5             291.4

SHAREHOLDER FUNDS                                                     807.3             818.0             801.9

Analysis of shareholder funds
Equity Interests                                                      796.4             807.1             791.0
Non- Equity Interests                                                  10.9              10.9              10.9

                                                                      807.3             818.0             801.9

Approved by the Board of Directors on 28 September 2004 and signed on their
behalf by:

Julian V Ozanne, Director

                                                                 Six months        Six months              Year
                                                                      ended             ended             ended
                                                                    30 June           30 June       31 December
                                                                       2004              2003              2003
                                                                         £m                £m                £m

Net cash (outflow)/inflow from operating activities (Note 1)         (14.0)               0.1              17.6

Returns on investments and servicing of finance:
Preference dividend paid                                              (0.4)             (0.4)             (0.8)
Receipts from sale of fixed assets                                        -                 -              14.7
Receipts from sale of current asset investments                           -                 -               1.4
Taxation paid                                                         (0.1)             (0.3)            (20.9)

(Decrease)/increase in cash                                          (14.5)             (0.6)              12.0

Reconciliation of net cash flow to movement in net funds

                                                                 Six months        Six months              Year
                                                                      ended             ended             ended
                                                                    30 June           30 June       31 December
                                                                       2004              2003              2003
                                                                         £m                £m                £m

(Decrease)/increase in cash                                          (14.5)             (0.6)              12.0

Opening net funds                                                      15.5               3.4               3.5

Closing net funds                                                       1.0               2.8              15.5


1)   Reconciliation of profit before tax to net cash (outflow)/inflow from operating activities

                                                                 Six months        Six months              Year
                                                                      ended             ended             ended
                                                                    30 June           30 June       31 December
                                                                       2004              2003              2003
                                                                         £m                £m                £m

     Profit before tax                                                 14.4               5.5              17.1
     Revaluation of Fixed Asset Investments                               -               0.1                 -
     Revaluation of Current Asset Investments                             -             (0.1)                 -
     Loss on sale on investments                                          -                 -             (5.9)
     (Increase)/decrease in debtors                                  (32.3)            (23.0)              62.6
     Increase/(decrease) in creditors                                   3.9              17.6            (56.2)

     Net cash (outflow)/inflow from operating activities             (14.0)               0.1              17.6






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