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Wolv.& Dudley Brews. (WOLV)

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Friday 02 December, 2005

Wolv.& Dudley Brews.

Final Results

Wolverhampton& Dudley Breweries PLC
02 December 2005

                                                                 2 December 2005





                  THE WOLVERHAMPTON & DUDLEY BREWERIES, PLC

             PRELIMINARY RESULTS FOR THE YEAR ENDED 1 OCTOBER 2005


W&DB is at the heart of thriving local communities across the country with over
           2,000 pubs offering a welcoming environment and good value

• Record underlying* earnings per share up 11.3% to 84.4 pence (2004: 75.8 pence)
  - basic earnings per share of 44.3 pence (2004: 66.7 pence).

• Total dividend for the year up 10.0% to 38.86 pence per share (2004: 35.32 pence).

• Underlying profit before taxation up 16.0% to £90.1 million (2004: £77.7 million).
  Profit before taxation and after goodwill and exceptionals £47.9 million (2004: £70.2 million).

• The Union Pub Company like-for-like sales up 2.8%.

• Pathfinder Pubs like-for-like sales up 2.8%.

• Turnover and profit growth was achieved in each of the three trading divisions.

• Successful integration of Burtonwood PLC, Jennings Brothers PLC and English Country Inns PLC ahead of schedule
  with expected synergy benefits exceeded.

• Successful refinancing of the Group's debt through a £805 million securitisation in August 2005.



*   The underlying results reflect the performance of the Group before goodwill
and exceptional items.  The Directors consider that these figures provide a
useful indication of the underlying performance of the Group.



Ralph Findlay, Chief Executive, commented:

'Our results were achieved by continuing to manage cost pressures and improve
operational efficiency, combined with an absolute focus on delivering quality
and value to our customers.  As a result, we were able to deliver good organic
growth whilst acquiring businesses that met our stringent acquisition criteria.

'Although weaker consumer confidence has produced more subdued trading
conditions since the year-end, like-for-like sales are marginally positive
against strong comparables in both pub divisions and our performance overall is
in line with our expectations.  Margins remain firm and costs well controlled.'

ENQUIRIES:

The Wolverhampton & Dudley Breweries, PLC                             Hudson Sandler
Ralph Findlay, Chief Executive                                        Andrew Hayes / Nick Lyon /
Paul Inglett, Finance Director                                        Wendy Baker
Tel:   020 7796 4133 on Friday 2 December 2005 only                   Tel:   020 7796 4133
       01902 329516 thereafter


To access interviews with Ralph Findlay and Paul Inglett, available in video,
audio and text, go to www.cantos.com.  High quality images for the media to
access and download free of charge are available from Visual Media Online at
www.vismedia.co.uk


Chairman's Statement

We have achieved strong results across the business, building upon the progress
of the previous financial year.  This performance demonstrates that our model
and approach is well suited to the current trading environment, enabling us to
manage cost pressures effectively and to meet increasing customer demand for
good quality outlets and value for money.   Our high quality, predominantly
freehold estate of 2,290 pubs across England and Wales is a strong platform for
our continued success.

Results

Turnover increased by 16.3% to £597.3 million (2004: £513.7 million) as a
consequence of steady increases in like-for-like sales and the acquisitions of
Burtonwood PLC, Jennings Brothers PLC and English Country Inns PLC during the
financial year, and the acquisition of Wizard Inns Ltd in the prior year.
Turnover and profit growth was achieved in each of our three trading divisions.

Underlying operating margin increased to 22.7% (2004: 22.0%). Our focus on good
quality freehold community pubs and popular beer brands continues to provide us
with operational flexibility and has enabled us to increase operating margins
despite the continuing legislative and cost pressures faced by the industry.

Underlying profit before taxation increased by 16.0% to £90.1 million (2004:
£77.7 million). After goodwill amortisation and exceptional items (including
refinancing costs primarily relating to the associated redemption of
debentures), profit before tax was £47.9 million (2004: £70.2 million).
Underlying earnings per share increased by 11.3% to 84.4 pence per share (2004:
75.8 pence).  Basic earnings per share after goodwill amortisation and
exceptional items was 44.3 pence per share (2004: 66.7 pence).

These results were achieved through the continuing implementation of our
strategies for delivering organic growth and the successful integration of
acquisitions.

Dividend

The Board proposes a final dividend of 25.66 pence per share, which brings the
total dividend for the year to 38.86 pence per share (2004: 35.32 pence), an
increase of 10.0% on the previous year. The Company has increased dividends by
an average of over 10% per annum for a period of more than 30 years and
continues to adopt a progressive dividend policy. The final dividend, if
approved, will be paid on 31 January 2006 to those shareholders on the register
at the close of business on 30 December 2005.

Refinancing

The Group refinanced its debt in August 2005, replacing existing debentures and
bank debt with a £805 million securitisation and a £275 million bank facility.
The new financing structure provides greater flexibility for acquisitions,
increases the average maturity of the Group's debt and also reduces the cash
interest cost of debt by some £5 million per year. A one-off contribution of £29
million was made to The Wolverhampton and Dudley Breweries, PLC final salary
pension scheme in September 2005.

Legislation

The new licensing regime, which has transferred licensing responsibility to
local authorities and enabled more flexible opening hours, became effective on
24 November 2005. In over 95% of cases we have asked for, and received consent
to, a modest extension of existing hours.  Having implemented the legislation,
we are now focused on realising maximum benefit from greater flexibility.  The
issue of smoking in public places, and therefore in pubs, is now high on the
government's agenda. The government envisages that a partial ban in pubs will be
introduced at some stage in 2007. The current proposals are summarised in the
Chief Executive's review.

We believe that the impact of a ban will be greater on poorly located,
uninvested pubs with limited trading opportunities. Our strategy in recent years
has been to dispose of such pubs and invest in higher quality outlets where food
is an important part of the sales mix.  As a result, we believe that we are well
placed to manage any impact on our business from this proposed legislation.

Employees

This year we welcomed to the Group employees from Burtonwood, Jennings and
English Country Inns. The successful and fast integration of these acquisitions
has contributed to our strong performance. I thank all those involved and also
those who work in our pubs, breweries and support functions for their efforts
during this year. The continuing success of the business is a testament to the
talents and commitment of over 11,000 employees across the Group.

Outlook

The regulatory and cost issues affecting our industry have been challenging and
remain so. We aim to continue to offset rising costs by improving productivity,
partly facilitated by the flexibility afforded by our business model which
allows us to reduce costs by transferring smaller managed pubs to tenancy or
lease.

Weaker consumer confidence has been widely reported, with rising energy costs,
higher taxes and greater economic uncertainty putting pressure on discretionary
spend.  Against this backdrop, our focus on good community pubs and value for
money is an appropriate strategy.

We have a strong balance sheet and relatively conservative gearing which enables
us to consider acquisition opportunities as they arise in a consolidating sector
and are confident about our prospects for the year.


David Thompson
Chairman




Chief Executive's Review

Business development

Our results were achieved by continuing to manage cost pressures and improve
operational efficiency, combined with an absolute focus on delivering quality
and value to our customers.  As a result, we were able to deliver good organic
growth whilst acquiring businesses that met our acquisition criteria.

Acquisitions have contributed to this good financial performance. In June 2004
we acquired Wizard Inns, a managed pub estate of 63 pubs situated mainly in the
South of England. In January this year, we completed the acquisition of
Burtonwood, an operator of a good quality estate of 460 pubs situated mainly in
the North-West of England and North Wales.  In May, we acquired Jennings, a
North-West regional brewer with a tenanted pub estate of 128 excellent pubs. In
September, we acquired English Country Inns, which comprises 14 high quality
managed food pubs.

These acquisitions are consistent with our strategy to invest in good quality
freehold community pubs. We have clear financial targets for acquisitions: they
must be earnings enhancing and must deliver a return on capital above the
weighted average cost of capital for the Group as a whole.

A significant contributing factor to the success of these acquisitions is the
realisation of synergy benefits. The combined cost savings achieved for these
three acquisitions exceed £8 million per year, mainly from reduced overheads and
better purchasing terms. One of the reasons that we were able to exceed our
original targets for cost savings is our well-established integration process
ensuring the swift absorption of the acquired businesses into the Group.

The development of the businesses acquired also contributes to the achievement
of return on capital targets. By the end of 2006 we plan to have refurbished 40%
of the Wizard Inns estate. We have also acquired the freehold interests of four
Wizard Inns leasehold properties. Within the Burtonwood estate, around 100
tenants are currently agreeing terms for our 21-year 'Open House' leases. We
have broadened the range of beers available to Burtonwood and Jennings customers
and have extended the distribution of Jennings beers across the rest of the
estate.

The success of these acquisitions is also due to the operational flexibility
afforded by the integrated model, with benefits to each of our trading
divisions.  We are able to integrate both managed and tenanted pubs and achieve
wider distribution of our beers.

The strength of our balance sheet and relatively conservative gearing will allow
us to consider further acquisitions when the opportunity arises, or to return
further capital to shareholders. The successful refinancing of the Group's debt
through a £805 million securitisation has further increased our financial
capacity, as well as reducing future interest payments and extending the
maturity of our debt.

Licensing

Although the implementation of new licensing legislation has been time consuming
and costly, the great majority of our pubs are now able to take advantage of
more flexible opening hours, and in practice most are likely to open for one or
two extra hours on two to three nights per week. We expect that the impact of
the new legislation will be modestly beneficial.

Smoking

The potential ban on smoking in public places will have an impact on the pub
sector. The outline proposals distinguish between pubs which serve food, in
which customers will not be allowed to smoke, and those which do not serve food,
in which customers will be allowed to smoke, and it is proposed that the ban
will not apply to private members clubs. The potential for separate '
smoke-rooms' will remain the subject of consultation. The timetable for
implementation has been brought forward from 2008 to 2007.

The development of pubs as places to enjoy a meal with family and friends has
been beneficial to the pub market and has raised standards for customers. The
proposals as presented will require pub operators to choose between having a
broad based appeal or to cater for a predominantly drinking and smoking customer
base.

We are preparing for the possibility that a ban may eventually be universal, and
are introducing smoke-free pubs where there is clear demand. We now have 15
smoke-free pubs in the Pathfinder Pubs estate - all pubs with a significant food
trade - and have seen satisfactory results.  Our experience indicates that well
invested and well located pubs which have a significant food trade will not be
materially affected by a smoking ban.

In both managed and tenanted pubs our investment plans are targeted at the
further development of food offers and making outside trading areas more
attractive.  Over 80% of our pubs have such outside trading areas.

These plans, together with the fact that we have already disposed of over 900
less well-positioned pubs in recent years, should allow us to minimise the risks
and maximise opportunities to our competitive advantage.

The Union Pub Company - 1,748 leased and tenanted pubs (2004: 1,162 pubs)

Turnover increased by 29.7% to £153.3 million, including a £30.2 million
contribution from Burtonwood and Jennings. Like-for-like sales increased by
2.8%. Underlying operating margin increased by 0.4% to 42.5%, and underlying
operating profit increased by 30.9% to £65.2 million.

These strong results benefited from the acquisition of Burtonwood, which
included 420 tenanted pubs, and Jennings, which included 128 tenanted pubs. Both
of these estates represent an excellent geographical fit, the North-West being
adjacent to our core trading area.

The Burtonwood estate offers considerable scope for development. The estate is
almost entirely freehold and represented by community pubs with tenants on short
term agreements. There has been strong interest from Burtonwood tenants in our
21-year 'Open House' lease, which is assignable, offers high discounts and has
contributed to our good performance since its introduction in 2003. We have also
seen strong demand for the wider range of products we are able to offer
Burtonwood tenants, and in particular for our range of Marston's and Banks's
beers.

The performance of the core estate, which excludes acquisitions, has been good
despite the considerable resources invested by both licensees and our staff in
implementing the new licensing legislation. The estate now includes over 700
pubs let on longer term leases, the majority of which are 'Open House' 21-year
agreements.  We expect that demand from Burtonwood tenants will increase the
total to over 1,000 within three years.

We invested £26.4 million last year, including £9.0 million acquiring 23
individual pubs and £17.4 million on our existing pubs.  This refurbishment
expenditure includes 260 development schemes designed to broaden the pub offer -
involving improvements to kitchens, pub gardens and trading areas, tailored with
the proposed smoking legislation in mind.

We aim to provide the maximum possible support to our tenant and lessee
partners.  This includes monitoring daily ordering patterns so that we can
identify opportunities to improve performance, and the dedication of 39 Business
Development Managers each with fewer than 50 pubs each across the estate - a
lower ratio than most of our competitors, allowing more support to advise on
trading issues and the development of our customers' offers.

Pathfinder Pubs - 542 managed pubs (2004: 513 pubs)

Turnover increased by 15.3% to £317.4 million, including a £12.7 million
contribution from Burtonwood managed pubs and English Country Inns. Underlying
operating margin increased by 0.2% to 20.0%, and underlying operating profit
increased by 16.1% to £63.4 million.

Total like-for-like sales increased by 2.8%, a good performance achieved against
strong comparatives which benefited from Euro 2004.  Excluding this year's
acquisitions, average sales per week across all Pathfinder Pubs is now £12,000
per pub. We will continue to improve the quality of the estate by a combination
of investment in new sites and acquisitions and through our significant pub
refurbishment programme.

The organic development of Pathfinder Pubs through new site development, pub
acquisition and refurbishment is the cornerstone of our retail strategy. During
the year, total capital investment in managed pubs was £56.2 million,
representing £18.5 million on new pubs, £31.0 million on pub refurbishment and
£6.7 million on acquiring the freehold interests of leasehold assets.

While the process of finding new sites and obtaining planning and licensing
consents is time consuming and painstaking, it does generate superior returns
and provides scope for development through freeholds or long leaseholds rather
than short leaseholds.  This year we opened 8 new pubs, all serving food and
offering high levels of service and amenity.

We manage our community pubs as individual outlets rather than brands and see
little value in branding in this segment of the market. This approach helps to
keep costs down and is a contributing factor to our high operating margins.

Investment in pub refurbishment is also generating good returns. We completed 52
major refurbishment schemes, including a number of former Wizard Inns pubs - the
Bell & Compass in Charing Cross, London, the Anglers Rest in Walton On Thames
and the Cafe Maximo Bar in Norwich - now converted to a Pitcher & Piano.

Pitcher & Piano, now comprising 25 bars, has seen a significant improvement in
trading performance following refurbishments this year in Nottingham, Bristol,
Tunbridge Wells and two in London.   We also opened a new Pitcher & Piano at
Southampton Marina.  This coming year will see further developments in London,
Swansea, Leeds, York, Harrogate and Reading, as well as the conversion of a
former Wizard Inns pub site and two more new openings.

In our community pub estate, we have continued to enhance performance through
the refurbishment of existing pubs as 'Bostin' Locals', 'Service That Suits' and
other operating formats, depending upon the location of the pub. This investment
has contributed to significant growth in food sales across the estate, with
like-for-like sales growth averaging 7.2% per annum over the last four years,
and food sales now accounting for around 30% of total retail turnover.

The achieved cash return on incremental investment in pub refurbishment has
consistently been above 20%, and there remains considerable development
potential in the Wizard Inns and English Country Inns estates.

We expect Pathfinder Pubs' operating margins to reduce slightly in the coming
year through higher operating costs, mainly related to Sky TV and energy prices.
As a consequence, operating costs will increase by approximately £7 million. We
have recently transferred 19 smaller pubs to The Union Pub Company and will
continue to reduce costs elsewhere.

WDB Brands

Turnover increased by 5.2% to £126.6 million. Underlying operating margin was
14.4% (2004: 14.8%), and underlying operating profit increased by 2.2% to £18.2
million.

Total volumes brewed, excluding non-owned brands, increased by 5.2%, including a
14.8% increase in premium ale. This strong performance was driven by growth in
free trade, in sales to other pub companies and in sales to the off trade.
Within premium ale, Marston's Pedigree and Old Empire contributed to our strong
performance, whilst standard ale - our range of other Marston's, Mansfield,
Jennings and Banks's beers - also performed well.

WDB Brands has a reputation for being passionate about ale.  We concentrate on
marketing and distributing high quality English ales, and as a result of winning
the contract to brew Draught Bass on behalf of InBev UK we are now the largest
brewer of cask beer in the country.  We brew Marston's beers, including the
famous Marston's Pedigree, at the Burton Brewery using the traditional Burton
Union system - hence our claim that Marston's Pedigree is a unique beer. This
year we re-opened the Burton brewhouse after a £2 million investment to
modernise the brewery, which will reduce costs and improve our environmental
performance.

The performance of Marston's Pedigree benefited from new packaging for its cans
and bottles, giving the product greater shelf impact, and from the continuation
of the 'Marston's Don't Compromise' marketing campaign - currently showing on
satellite and terrestrial television. A more recent initiative is the launch of
'Cask Force', an incentive scheme aimed at driving improved beer quality based
around cellar training. The campaign will run until June 2006 when the prize
will be a year's free rent for the winning licensee.

The performance of standard ales has also been strong. We achieved good growth
in Marston's Smooth, which was launched in 2004 as Marston's FC, and the Banks's
and Mansfield brands performed well with more localised marketing campaigns. The
'Banks's Seven Wonders' campaign won 'Best PR Campaign at the Drinks Business
Awards 2005', and generated excellent local coverage for the brand.
Additionally, our timing in producing Marston's Ashes Ale, a limited edition
bottled beer, could not have been better.

The beer market generally, however, remains challenging with UK ale volumes
declining by 6.4% last year. We outperformed the market by 11.6%, which is a
consequence of ale being the focus of the WDB Brands business, continuing
marketing support for our brands, dedication to beer quality and service and a
great brand range.

Having acquired Jennings - 'the Lakeland Brewery' - we see considerable
opportunity to extend distribution of the Jennings range of ales, which have a
strong heritage and a unique provenance and to continue to increase our market
share of the ale market.

Current trading

Whilst weaker consumer confidence has produced more subdued trading conditions
since the year-end, like-for-like sales are marginally positive against strong
comparables in both pub divisions and our performance overall is in line with
our expectations, margins remaining firm and costs well controlled.

Ralph Findlay
Chief Executive


Financial review

Trading overview
                                        Turnover                Underlying                       Margin
                                                              operating profit
                                                                  (note 1)
                                                                      Restated 2004                       Restated 2004
                                         2005       2004         2005            £m            2005                   %
                                           £m         £m           £m                             %
Pathfinder Pubs                         304.7      275.2        61.3          54.6            20.1                19.8
The Union Pub Co.                       123.1      118.2        53.5          49.8            43.5                42.1
WDB Brands                              124.0      120.3        18.0          17.8            14.5                14.8
Central costs                               -          -        (9.7)         (9.3)           (1.6)               (1.8)
Continuing operations                   551.8      513.7       123.1         112.9            22.3                22.0
Acquisitions                             45.5          -        12.3             -            27.0                   -
Group                                   597.3      513.7       135.4         112.9            22.7                22.0

2005 has been a year of real progress, with the financial performance and
strength of the Group significantly increased as a result of notable
achievements in three main areas:

•     A strong performance in the underlying business, driven by good 
      like-for-like sales and improved margins.

•     Acquisitions which have been integrated ahead of schedule and delivered 
      synergy savings in excess of original targets.

•     A refinancing which has reduced annual cash interest costs by £5 million 
      per year and provided greater financial flexibility.

Underlying profit before taxation increased by 16.0% to £90.1 million (2004:
£77.7 million). After goodwill amortisation and exceptional items (including
refinancing costs primarily relating to the associated redemption of
debentures), profit before tax was £47.9 million (2004: £70.2 million).
Underlying earnings per share increased by 11.3% to 84.4 pence per share (2004:
75.8 pence).  Basic earnings per share after goodwill amortisation and
exceptional items was 44.3 pence per share (2004: 66.7 pence).

Changes to segmental analysis

One of the consequences of the refinancing was a review of the arrangements for
inter-divisional transfer terms and the allocation of overheads between the
divisions.  In order to ensure that products are supplied from WDB Brands to
both our pub divisions on an arms length market basis, we have adjusted inter
divisional transfer terms to reflect current comparable contracts with major
national account customers. This has increased the profit in both Pathfinder
Pubs and The Union Pub Company by £1.0 million and correspondingly reduced the
profit in WDB Brands by £2.0 million. There is no change to the underlying Group
profitability and the comparative 2004 divisional profits have been restated by
similar amounts.

Following a detailed review of the central overhead structure, we have
reallocated certain central overheads to the trading divisions. This has reduced
central overheads in the year by £8.5 million, with corresponding increases in
Pathfinder Pubs of £4.8 million, The Union Pub Company of £2.1 million and WDB
Brands of £1.6 million. The 2004 comparative divisional profits have been
restated by similar amounts.

Both of the adjustments referred to above are considered to reflect better the
true profitability of each division and should allow better comparability with
our peer group of companies in the sector.

Improved margins

The underlying operating margin of the Group improved by 0.7% to 22.7% despite
significant cost increases. These increases have mainly impacted Pathfinder Pubs
and include increases of 7.8% in the National Minimum Wage, £2.5 million in
utility costs and £0.8 million in Sky TV costs.

Acquisitions

Burtonwood was acquired on 6 January 2005 for £167.8 million, including
acquisition costs and £33.8 million of net debt (before any fair value
adjustments). The acquisition was funded from existing bank facilities and the
issue of 3.9 million new shares at a market value of £42.7 million. The
Burtonwood tangible fixed assets have subsequently been independently valued at
£185.4 million. Negative goodwill arising as a result of the acquisition was
£5.5 million (see note 10).

Jennings was acquired on 20 May 2005 for £72.9 million, including acquisition
costs and £24.4 million of net debt (before any fair value adjustments). The
acquisition was funded entirely from existing bank facilities. The Jennings
tangible fixed assets have subsequently been independently valued at £66.7
million. Goodwill arising as a result of the acquisition was £8.8 million (see
note 11).

English Country Inns was acquired on 15 September 2005 for £13.4 million (see
note 12).

Estate revaluation surplus

75% of our pub estate was revalued in 2004 resulting in a net £169.5 million
gain with the remaining 25% revalued in this financial year.  This has produced
a further net gain of £58.5 million - equivalent to an average 27% increase
compared to book values.

Refinancing and Pensions

The Group completed a major refinancing on 9 August 2005 replacing its
debentures and bank debt with a £805 million securitisation of 70% of our
managed and tenanted estate and a new £275 million bank facility. The new debt
structure has reduced the cash interest cost by £5 million per annum and more
than doubled the average debt maturity to 16 years, whilst maintaining
operational flexibility and significantly increasing our debt capacity.

As previously indicated, a one-off contribution of £29 million was made in
September 2005 to The Wolverhampton & Dudley Breweries, PLC final salary pension
scheme, reducing the deficit of the combined W&DB, Burtonwood and Jennings
schemes on a FRS 17 basis to £44.9 million (£31.4 million after tax).

The overall effect of these transactions will be to reduce interest charged in
the profit and loss account by approximately £1.5 million per year.  This
includes the £5 million cash saving from refinancing, interest on the one-off
pension contribution of £29 million, and the fact that the historical non-cash
debenture fair value accounting adjustments have been eliminated following the
refinancing.

Balance sheet flexibility

Net debt increased by £311.3 million to £871.7 million primarily as a result of
the acquisitions of Burtonwood and Jennings and the recent refinancing of the
Group's debt.  The Group remains conservatively financed relative to the pub
sector in general with interest cover of 3.0 times. The new £275 million bank
facility put in place following the refinancing had headroom of £153 million at
the year-end.

Taxation

The underlying rate of taxation (before goodwill and exceptional items)
increased marginally from 29.2% in 2004 to 29.4% in 2005.

Exceptional items and goodwill

There was a total of £30.2 million of goodwill amortisation and exceptional
items after tax in the year mainly as a result of refinancing. The main elements
were:

•            Exceptional restructuring costs relating to the Burtonwood and 
             Jennings acquisitions of £4.7 million.

•            Exceptional costs of the refinancing of £32.7 million mainly 
             relating to the redemption of the debentures which had coupons at
             rates significantly above market rates. It should be noted that 
             these costs would have been crystallised on the balance sheet in  
             2006 as a consequence of moving to IFRS.

•            Goodwill impairment following fixed asset disposals and 
             amortisation of £8.2 million.

•            Profit on fixed asset disposals of £4.0 million.

•            A tax credit of £12.0 million. We have received the full cash 
             benefit of this tax credit in the first quarter of 2006.


International Financial Reporting Standards (IFRS)

The annual report for the year to 1 October 2005 will be the last prepared under
UK accounting standards. The Group's first results reported under IFRS will be
the interim results for 2005/06.  In March 2006 we will publish further
information including the 2005 results and balance sheet restated.

Preparations for adoption have continued throughout the year and the Board
remains confident that procedures have been put in place to enable a smooth
transition from UK accounting standards.

Following adoption of IFRS, the principal changes in accounting treatment are
expected to be for deferred taxation, pensions, share based payments, financial
instruments, goodwill and accrued dividends.

There will be no impact on the Group's cash flows or debt covenants, however
there will be some changes in the presentation and format of the financial
statements.


Paul Inglett
Finance Director


Group profit and loss account
                                                         2005                                      2004
                                                Before                                    Before
                                          goodwill and      Goodwill                    goodwill      Goodwill
                                          exceptionals           and     Total               and           and    Total
                                                        exceptionals                exceptionals  exceptionals
for the 52 weeks ended 1 October 2005               £m            £m        £m                £m            £m       £m

Turnover
    Continuing operations                       551.8             -     551.8             513.7             -    513.7
    Acquisitions                                 45.5             -      45.5                 -             -        -
Total turnover                                  597.3             -     597.3             513.7             -    513.7
Trading expenses                               (461.9)        (13.5)   (475.4)           (400.8)        (12.0)  (412.8)
Operating profit
    Continuing operations                       123.1          (8.6)    114.5             112.9         (12.0)   100.9
    Acquisitions                                 12.3          (4.9)      7.4                 -             -        -
Total operating profit                          135.4         (13.5)    121.9             112.9         (12.0)   100.9
Fixed asset disposals                               -           4.0       4.0                 -           4.5      4.5
Profit on ordinary activities before            135.4          (9.5)    125.9             112.9          (7.5)   105.4
interest
Interest                                        (45.3)        (32.7)    (78.0)            (35.2)            -    (35.2)
Profit on ordinary activities before             90.1         (42.2)     47.9              77.7          (7.5)    70.2
taxation
Taxation                                        (26.5)         12.0     (14.5)            (22.7)          0.9    (21.8)
Profit on ordinary activities after              63.6         (30.2)     33.4              55.0          (6.6)    48.4
taxation
Dividends paid and proposed                                             (29.9)                                   (25.6)
Retained profit for the period                                            3.5                                     22.8
Earnings per share:
Basic earnings per share                                                 44.3p                                    66.7p
Basic earnings per share before goodwill                                 84.4p                                    75.8p
and exceptionals
Diluted earnings per share                                               43.8p                                    65.9p
Diluted earnings per share before                                        83.4p                                    74.9p
goodwill and exceptionals


Group cash flow statement


                                                                    2005                              2004

for the 52 weeks ended 1 October 2005                            £m                 £m                £m             £m
Net cash inflow from operating activities                                       119.1                            148.4
Returns on investments and servicing of finance
Interest received                                              0.5                                  0.6
Interest paid                                                (50.2)                               (34.9)
Arrangement cost of new bank facilities                       (1.8)                                (2.1)
Issue costs paid on securitised debt                         (12.5)                                   -
Net cash outflow from returns on investments and                                (64.0)                           (36.4)
servicing of finance
Taxation                                                                        (19.9)                           (21.0)
Capital expenditure and financial investment
Investment in fixed assets for existing pubs                 (63.9)                               (61.0)
Fixed asset purchase of new pubs/site developments           (34.2)                               (20.9)
Sale of tangible fixed assets                                 14.8                                 13.5
Decrease in trade loans and other investments                  5.8                                  3.5
Net cash outflow for capital expenditure and                                    (77.5)                           (64.9)
financial investment
Acquisitions
Purchase of subsidiary undertakings                         (144.0)                               (30.3)
Net cash acquired with subsidiary undertakings                 3.9                                  7.5
Repayment of debt of subsidiary upon acquisition                 -                                (68.5)
Net cash outflow for acquisition                                               (140.1)                           (91.3)
Equity dividends paid                                                           (27.8)                           (24.1)
Cash outflow before financing                                                  (210.2)                           (89.3)
Financing
Issue of ordinary share capital                                2.6                                  3.0
Purchase of ordinary share capital for cancellation              -                                 (8.0)
Net sale of own shares from share trust                        0.3                                  1.1
Repayment of loan notes                                       (0.1)                                   -
Capital element of finance lease payments                     (0.1)                                   -
(Repayment)/advance of loans                                (281.2)                                99.4
Settlement of debentures                                    (287.9)                                   -
Proceeds from issue of securitised debt                      805.0                                    -
Net cash inflow from financing                                                  238.6                             95.5
Increase in cash in the period                                                   28.4                              6.2
Reconciliation of net cash flow to movement in net
debt
Increase in cash in the period                                28.4                                  6.2
Cash inflow from increase in debt                           (278.6)                               (97.3)
Change in debt resulting from cash flows                                       (250.2)                           (91.1)
Debt acquired with subsidiaries                                                 (65.9)                               -
Non-cash movements                                                                4.8                             (0.6)
Movement in net debt in the period                                             (311.3)                           (91.7)
Net debt at 3 October 2004                                                     (560.4)                          (468.7)
Net debt at 1 October 2005                                                     (871.7)                          (560.4)


Statement of total Group recognised gains and losses


                                                                                        2005                       2004
for the 52 weeks ended 1 October 2005                                                     £m                         £m
Profit on ordinary activities after taxation                                           33.4                       48.4
Unrealised surplus on revaluation of properties                                        59.1                      171.7
Total recognised gains relating to the period                                          92.5                      220.1



Note of Group historical cost profits and losses


                                                                                        2005                       2004
for the 52 weeks ended 1 October 2005                                                     £m                         £m
Profit on ordinary activities before taxation                                          47.9                       70.2
Realisation of property revaluation gains of previous periods                           0.3                        2.3
Difference between the historical cost depreciation and actual                          0.8                        0.9
depreciation on the revalued amount
Historical cost profit before taxation                                                 49.0                       73.4
Historical cost profit after taxation and dividends                                     4.6                       26.0



Reconciliation of movements in Group shareholders' funds


                                                                                        2005                       2004
for the 52 weeks ended 1 October 2005                                                     £m                         £m
Profit on ordinary activities after taxation                                           33.4                       48.4
Dividends paid and proposed                                                           (29.9)                     (25.6)
Profit for the period transferred to reserves                                           3.5                       22.8
Revaluation of properties                                                              59.1                      171.7
Proceeds of ordinary share capital issued for cash                                      2.6                        3.0
Ordinary shares issued for Burtonwood acquisition                                      42.7                          -
Purchase of own shares for cancellation                                                   -                       (8.0)
Net sale of own shares from share trust                                                 0.3                        1.1
Net addition to shareholders' funds                                                   108.2                      190.6
Opening shareholders' funds                                                           648.3                      457.7
Closing shareholders' funds                                                           756.5                      648.3




Group balance sheet


                                                                                        2005                       2004
as at 1 October 2005                                                                      £m                         £m
Fixed assets
Goodwill                                                                              111.3                      109.1
Negative goodwill                                                                      (5.4)                         -
Intangible assets                                                                     105.9                      109.1
Tangible assets                                                                     1,553.1                    1,182.3
Investments                                                                            21.1                       21.2
                                                                                    1,680.1                    1,312.6
Current assets
Stocks                                                                                 13.6                       13.5
Debtors
Amounts falling due within one year                                                    60.6                       45.0
Amounts falling due after more than one year                                           28.0                          -
Cash at bank and in hand                                                               76.1                       16.2
                                                                                      178.3                       74.7
Creditors - Amounts falling due within one year                                      (169.5)                    (138.7)
Net current assets/(liabilities)                                                        8.8                      (64.0)
Total assets less current liabilities                                               1,688.9                    1,248.6
Creditors - Amounts falling due after more than one year                             (895.4)                    (583.1)
Provisions for liabilities and charges                                                (35.0)                     (17.2)
                                                                                      758.5                      648.3
Capital and reserves
Equity share capital                                                                   22.8                       21.4
Non-equity share capital                                                                0.1                        0.1
Called-up share capital                                                                22.9                       21.5
Share premium account                                                                 185.1                      209.9
Merger reserve                                                                         41.5                          -
Revaluation reserve                                                                   379.9                      321.9
Capital redemption reserve                                                              6.0                        6.0
Profit and loss account                                                               121.1                       89.0
Shareholders' funds including non-equity interests of £0.1m (2004: £0.1m)             756.5                      648.3
Equity minority interests                                                               2.0                         -
Capital employed                                                                      758.5                      648.3



1. Segmental analysis

                                                                            2005
                                                        Operating                   Operating  Net assets
                                                    profit before      Goodwill  profit after
                                                     goodwill and           and  goodwill and                  Goodwill
                                           Turnover  exceptionals  exceptionals  exceptionals                     asset
                                                 £m            £m            £m            £m          £m            £m
Pathfinder Pubs
    Continuing operations                    304.7          61.3          (4.1)         57.2       644.7          37.0
    Acquisitions                              12.7           2.1          (0.2)          1.9        46.9           0.7
    Total                                    317.4          63.4          (4.3)         59.1       691.6          37.7
The Union Pub Company
    Continuing operations                    123.1          53.5          (1.1)         52.4       524.1          20.6
    Acquisitions                              30.2          11.7          (4.5)          7.2       208.5           3.2
    Total                                    153.3          65.2          (5.6)         59.6       732.6           23.8
WDB Brands
    Continuing operations                    124.0          18.0          (0.7)         17.3        95.0           5.3
    Acquisitions                               2.6           0.2          (0.1)          0.1         4.7           0.8
    Total                                    126.6          18.2          (0.8)         17.4        99.7           6.1
Central costs
    Continuing operations                        -          (9.7)         (2.7)        (12.4)       44.4          38.3
    Acquisitions                                 -          (1.7)         (0.1)         (1.8)        2.7             -
    Total                                        -         (11.4)         (2.8)        (14.2)       47.1          38.3
                                             597.3         135.4         (13.5)        121.9     1,571.0         105.9
Goodwill                                                                                           105.9
Debt, tax and dividends                                                                           (918.4)
                                                                                                   758.5


As a result of the refinancing during the year, the Directors have reconsidered
the inter-divisional transfer terms, to ensure that products are supplied by WDB
Brands to other divisions on an arms length market basis.  The allocation of
central overheads was also considered and revised.

Following this review, the operating profit comparatives for each division have
been restated.  This has reduced the profit in Pathfinder Pubs by £3.8m, The
Union Pub Company by £1.1m, WDB Brands by £3.6m and increased profits in Central
by £8.5m.




                                                                        2004 Restated
                                                        Operating                   Operating  Net assets
                                                    profit before      Goodwill  profit after
                                                     goodwill and           and  goodwill and                  Goodwill
                                           Turnover  exceptionals  exceptionals  exceptionals                     asset
Continuing operations                            £m            £m            £m            £m          £m            £m
Pathfinder Pubs                              275.2          54.6          (9.2)         45.4       583.0          40.1
The Union Pub Company                        118.2          49.8           0.4          50.2       452.8          22.1
WDB Brands                                   120.3          17.8          (0.1)         17.7        84.8           6.0
Central costs                                    -          (9.3)         (3.1)        (12.4)       24.2          40.9
                                             513.7         112.9         (12.0)        100.9     1,144.8         109.1
Goodwill                                                                                           109.1
Debt, tax and dividends                                                                           (605.6)
                                                                                                   648.3


2. Goodwill and exceptionals


                                                                                                  2005             2004
                                                                                                    £m               £m
Operating items:
Goodwill amortisation                                                                             7.1              7.0

Exceptional trading expenses:
Goodwill impairment following fixed asset disposals                                               1.1              1.7
Impairment of fixed assets following revaluation                                                  0.6              2.2
Costs of reorganisation of acquisitions                                                           4.7              1.1
                                                                                                 13.5             12.0
Non-operating exceptional items:
Profit on fixed asset disposals                                                                  (4.0)            (4.5)

Interest:
Write-off of unamortised finance cost following refinancing                                       4.3                -
Premium on redemption of debentures                                                              28.4                -
                                                                                                 32.7                -

                                                                                                 42.2              7.5

Interest exceptional items were incurred as part of the debt refinancing in
August 2005.

3. Taxation


                                                                                                  2005             2004
                                                                                                    £m               £m
The charge to the profit and loss account comprises:
Current tax:
   Corporation tax on profits for the period                                                      1.7             22.0
   Adjustment in respect of prior periods                                                        (1.5)            (0.6)
                                                                                                  0.2             21.4
Deferred tax                                                                                     14.3              0.4
                                                                                                 14.5             21.8

4.  Dividends

                                                                                                  2005             2004
                                                                                                    £m               £m
Ordinary shares
Interim paid 13.20p per share (2004: 12.00p)                                                     10.1              8.7
Final proposed 25.66p per share (2004: 23.32p)                                                   19.8             16.9
Total dividends on ordinary shares 38.86p per share (2004: 35.32p)                               29.9             25.6


5.  Earnings per share

Basic earnings per share is calculated by dividing the profit after tax by the
weighted average number of ordinary shares in issue during the period, excluding
those held in the Employee Share Ownership Plan (ESOP).

Diluted earnings per share is calculated by adjusting the basic earnings per
share to assume the notional exercise of the weighted average number of ordinary
share options outstanding during the period.  The effect of the dilutive options
is to increase the weighted average number of shares by 0.9 million (2004: 0.8
million).

Supplementary earnings per share figures are presented to exclude the effects of
goodwill amortisation and exceptionals.

                                                       2005                                       2004
                                                       Weighted                                   Weighted
                                                        average                                    average
                                                      number of    Per share                     number of    Per share
                                          Earnings       shares       amount         Earnings       shares       amount
                                                £m            m            p               £m            m            p
Basic earnings per share                     33.4         75.4         44.3             48.4         72.6         66.7
Diluted earnings per share                   33.4         76.3         43.8             48.4         73.4         65.9
Supplementary earnings per share
figures:
Basic earnings per share before              63.6         75.4         84.4             55.0          72.6        75.8
goodwill and exceptionals
Diluted earnings per share before            63.6         76.3         83.4             55.0          73.4        74.9
goodwill and exceptionals


6.  Estate revaluation

At 2 July 2005, 1,341 properties were revalued by independent chartered
surveyors.  This has been reflected in the accounts as follows:
                                                                                                                     £m
Exceptional items:
Revaluation loss - charged as an impairment                                                                       (1.3)
Reversal of past impairment loss                                                                                   0.7
Net profit and loss account charge                                                                                (0.6)
Revaluation reserve:
Unrealised revaluation surplus                                                                                    72.1
Reversal of past revaluation surplus                                                                             (13.0)
Net revaluation surplus taken to revaluation reserve                                                              59.1

Net increase in shareholders' funds/fixed assets                                                                  58.5



7.  Securitised debt

On 9 August 2005, £805m of secured loan notes were issued in connection with the
securitisation of 1,592 of the Group's pubs.  These are secured over the
properties and their future income streams.  Existing debenture and banking
facilities were repaid from the funds received from the loan notes issued.

The securitised debt consists of four tranches with the following principal
terms:


Tranche                           £m              Interest    Principal repayment   Expected average  Expected maturity
                                                           period - by instalments              life               date
A1                             236.0              Floating            2005 to 2020           6 years               2012
A2                             214.0        Fixed/floating            2020 to 2027          14 years               2019
A3                             200.0        Fixed/floating            2027 to 2032          22 years               2027
B                              155.0        Fixed/floating            2032 to 2035          14 years               2019
                               805.0

Interest on the Class A1 notes is payable at three month LIBOR plus a margin of
0.55%, stepping up to three month LIBOR plus 1.375% from July 2012.   These
notes are hedged in full by the Group using interest rate swaps whereby all
interest payments are swapped into fixed interest payable.

Interest on the Class A2 notes is payable at fixed interest of 5.1576% until
July 2019 and thereafter at three month LIBOR plus a margin of 1.32%.  Interest
on the Class A3 notes is payable at fixed interest of 5.1774% until April 2027
and thereafter at three month LIBOR plus a margin of 1.45%.  Interest on the
Class B notes is payable at fixed interest of 5.6410% until July 2019 and
thereafter at three month LIBOR plus a margin of 2.55%.

The carrying value of the secured notes in the Group balance sheet at 1 October
2005 was £791.7m, net of deferred issue costs of £13.3m.

8.  Reconciliation of operating profit to net cash inflow from operating
activities

                                                                                                  2005             2004
                                                                                                    £m               £m
Total operating profit                                                                          121.9            100.9
Goodwill amortisation                                                                             7.1              7.0
Income from fixed asset investments                                                              (0.3)            (0.4)
Depreciation charge                                                                              38.3             32.9
Decrease in pension cost provision                                                              (30.2)            (1.5)
Decrease/(increase) in stocks                                                                     1.5             (0.5)
Increase in debtors                                                                              (0.8)            (3.3)
(Decrease)/increase in creditors                                                                (20.1)             9.3
Exceptional operating charges with no cash impact                                                 1.7              4.0
Net cash inflow from operating activities                                                       119.1            148.4


9.  Analysis of net debt


                                                                                   Non-cash  Acquisitions
                                                            2005     Cash flow         flow            £m         2004
                                                              £m            £m           £m                         £m
Cash
Cash at bank and in hand                                   76.1          59.9            -             -         16.2
Bank overdraft                                            (35.6)        (31.5)           -             -         (4.1)
                                                           40.5          28.4            -             -         12.1
Debt due within one year
Loan stock                                                 (9.2)          0.1         (9.2)            -         (0.1)
Bank loans                                                  0.2             -         (0.2)            -          0.4
Securitised debt                                           (9.1)        (10.1)         1.0             -            -
Finance leases                                             (0.1)          0.1            -          (0.1)        (0.1)
                                                          (18.2)         (9.9)        (8.4)         (0.1)         0.2
Debt due after one year
Bank loans                                               (111.1)        281.2         (0.9)        (37.0)      (354.4)
Securitised debt                                         (782.6)       (794.9)        12.3             -            -
Finance leases                                             (0.3)            -         (0.1)            -         (0.2)
Debentures                                                    -         245.0          1.9         (28.8)      (218.1)
                                                         (894.0)       (268.7)        13.2         (65.8)      (572.7)
                                                         (871.7)       (250.2)         4.8         (65.9)      (560.4)

Bank loans due within one year represents unamortised issue costs expected to be
charged in 2006.

10.  Acquisition - Burtonwood

On 6 January 2005, the Group acquired Burtonwood PLC and its wholly owned
subsidiaries.  The acquisition has been accounted for under acquisition
accounting principles and is therefore included in the consolidated balance
sheet as at 1 October 2005.


                                                                         Fair value adjustments
                                                                                                            Provisional
                                                        Book value     Revaluations              Other       fair value
                                                                £m               £m                 £m               £m
Tangible fixed assets                                       140.9             44.5                  -            185.4
Investments                                                   2.8                -               (0.2)             2.6
Stock                                                         1.0                -                  -              1.0
Debtors                                                       5.6                -               (0.1)             5.5
Cash                                                          5.8                -                  -              5.8
Creditors                                                   (13.2)               -               (1.0)           (14.2)
Loans                                                       (15.0)               -                  -            (15.0)
Debentures                                                  (24.6)               -               (4.2)           (28.8)
Provisions for liabilities and charges                       (4.4)               -                1.6             (2.8)
Net assets acquired                                          98.9             44.5               (3.9)           139.5
Consideration (including acquisition fees)
Cash                                                                                                              84.3
Shares                                                                                                            42.7
Loan notes                                                                                                         7.0
Total consideration                                                                                              134.0
Negative goodwill                                                                                                 (5.5)


The Company issued its own shares as part of the consideration for Burtonwood.
The fair value of the shares issued, based on market price at the date of
acquisition, was recorded as the cost of investment.  The £1.2m nominal value of
the shares issued has been recognised in share capital and the difference
between nominal and fair value of £41.5m has been recorded as a merger reserve.

The attributed fair values are provisional.  Any further adjustments will be
included in next year's financial statements. The revaluation adjustment
reflects the valuation of the acquired estate as at 6 January 2005.  The
valuation was carried out by independent chartered surveyors on an existing use
basis.  No deferred tax has been recognised on the revaluation adjustment as
there are no agreements to sell the assets concerned.

The other fair value adjustments include the valuation of the Burtonwood pension
scheme and the market value of debentures at acquisition date. Deferred tax has
been recognised on these fair value adjustments.


The net cash outflow in respect of the purchase of Burtonwood was:                                                   £m
Acquisition of equity
Cash                                                                                                              84.3
Cash in hand of subsidiary                                                                                        (5.8)
Net cash outflow for acquisition                                                                                  78.5



11.  Acquisition - Jennings

On 20 May 2005 the Group acquired Jennings Brothers PLC and its wholly owned
subsidiaries.  The acquisition has been accounted for under acquisition
accounting principles and is therefore included in the consolidated balance
sheet as at 1 October 2005.


                                                                         Fair value adjustments
                                                                                                            Provisional
                                                        Book value     Revaluations              Other       fair value
                                                                £m               £m                 £m               £m
Intangible fixed assets                                       1.6                -               (1.6)               -
Tangible fixed assets                                        51.4             15.3                  -             66.7
Investments                                                   1.7                -                  -              1.7
Stock                                                         0.4                -                  -              0.4
Debtors                                                       2.7                -                  -              2.7
Cash                                                          0.2                -                  -              0.2
Bank overdraft                                               (2.6)               -                  -             (2.6)
Creditors                                                    (4.1)               -               (3.1)            (7.2)
Loans                                                       (22.0)               -                  -            (22.0)
Provisions for liabilities and charges                       (0.9)            (0.2)               0.9             (0.2)
Net assets acquired                                          28.4             15.1               (3.8)            39.7
Consideration (including acquisition fees)
Cash                                                                                                              46.3
Loan notes                                                                                                         2.2
Total consideration                                                                                               48.5
Goodwill                                                                                                           8.8



The attributed fair values are provisional. Any further adjustments will be
included in next year's financial statements. The revaluation adjustment in
respect of tangible fixed assets reflects the valuation of the acquired estate
as at 20 May 2005.  Valuations reflecting onerous leases have been included in
provisions.  The pub estate valuation was carried out by independent chartered
surveyors on an existing use basis and the brewery valuation was carried out by
independent chartered surveyors on a depreciated replacement cost basis.  No
deferred tax has been recognised on the revaluation adjustment as there are no
agreements to sell the assets concerned.

The other fair value adjustments reflect the elimination of goodwill held in the
acquired balance sheet, valuation of the Jennings pension scheme and the market
value of SWAPs at acquisition date.  Deferred tax has been recognised on these
fair value adjustments.


The net cash outflow in respect of the purchase of Jennings was:                                                     £m
Acquisition of equity
Cash                                                                                                              46.3
Cash in hand of subsidiary                                                                                        (0.2)
Net cash outflow for acquisition                                                                                  46.1



12.  Acquisition - English Country Inns

On 15 September 2005 the Group acquired English Country Inns PLC.  The
acquisition has been accounted for under acquisition accounting principles and
is therefore included in the consolidated balance sheet as at 1 October 2005.

                                                                         Fair value adjustments
                                                                                                            Provisional
                                                        Book value     Revaluations              Other       fair value
                                                                £m               £m                 £m               £m
Tangible fixed assets                                        10.2              2.6                  -             12.8
Stock                                                         0.1                -                  -              0.1
Debtors                                                       1.3                -                  -              1.3
Cash                                                          0.5                -                  -              0.5
Creditors                                                    (1.0)               -                  -             (1.0)
                                                             11.1              2.6                  -             13.7
Minority interest                                            (1.6)            (0.4)                 -             (2.0)
Net assets acquired                                           9.5              2.2                  -             11.7
Cash consideration (including acquisition fees)                                                                   13.4
Goodwill                                                                                                           1.7

The attributed fair values are provisional. Any further adjustments will be
included in next year's financial statements. The revaluation adjustment in
respect of tangible fixed assets reflects the valuation of the acquired pub
estate as at 15 September 2005.  The valuation was carried out by independent
chartered surveyors on an existing use basis.  No deferred tax has been
recognised on the revaluation adjustment as there are no agreements to sell the
assets concerned.


The net cash outflow in respect of the purchase of English Country Inns was:                                         £m
Acquisition of equity
Cash                                                                                                              13.4
Cash in hand of subsidiary                                                                                        (0.5)
Net cash outflow for acquisition                                                                                  12.9



13.  Acquisition - Wizard Inns

On 14 June 2004 the Group acquired Wizard Inns Limited.  The fair value
adjustments stated in the prior year accounts are now confirmed.

Notes:

a.                                        The contents of this preliminary
announcement, which do not constitute statutory accounts as defined in Section
240 of the Companies Act 1985, have been extracted from the audited statutory
accounts of the Group for the 52 weeks ended 1 October 2005 which will be filed
with the Registrar of Companies in due course.  The statutory accounts for the
53 weeks ended 2 October 2004 have been delivered to the Registrar of Companies.
The independent auditors' report on these accounts are unqualified and do not
contain any statements under Section 237(2) or (3) of the Companies Act 1985.

b.                                        Subject to approval of the
shareholders at the annual general meeting, the proposed final dividend of 25.66
pence per share will be paid on 31 January 2006 to shareholders on the register
at the close of business on 30 December 2005.


c.                                        The annual report for the year ended 1
October 2005 will be posted to all shareholders in the week commencing 18
December 2005.  Copies will be obtainable from Hudson Sandler Limited (020 7796
4133) or from The Company Secretary, The Wolverhampton & Dudley Breweries, PLC,
Park Brewery, Bath Road, Wolverhampton, WV1 4NY.




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