RNS Number:1024K
Citigroup Global Markets UK EqtyLtd
16 April 2003




                                                    Rule 38.5 (CFD)



            CONNECTED EXEMPT MARKET-MAKERS/EXEMPT PRINCIPAL TRADERS:

      DISCLOSURE UNDER RULE 38.5 OF THE CITY CODE ON TAKEOVERS AND MERGERS





Dealing in Swap referenced to...(P&O Princess) (Ord)



Date of Disclosure                16 Apr 03



Date of Dealing                    15 Apr 03



Name of EMM/EPT                Citigroup Global Markets Limited



Name of offeree / offeror with whom connected P&O Princess Cruises



Product Type.........(long/short) Swap Long Total Return Swap



Maturity Date                       17 Mar 04





Writing of Swap



Number of ordinary shares to which the Swap is referenced 3,191,200



Swap reference price       4.645 GBP



Closing out of Swap



Number of (class of security) to which the Swap is referenced



Swap closing out price













Further disclosure should be made where necessary so that the nature of the
dealings can be fully understood.


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