RNS Number:9482V
Management Consulting Group PLC
01 March 2004


FINANCIAL RESULTS FOR THE YEAR ENDED 31 DECEMBER 2003

Management Consulting Group PLC ("MCG" or "the Group"), the international
management consultancy group, today announces its results for the year ended 31
December 2003.

KEY POINTS

   * Turnover down 17% to #88.6 million (2002: #107.3 million) - US dollar
     weakness accounted for 5% reduction in turnover
   * Operating profit of #0.2 million before goodwill amortisation (2002:
     #7.6 million)
   * Turnover in the second half, which is the seasonally weaker period, was
     5% ahead of the first half
   * Second half operating profit of #1.2 million before goodwill
     amortisation (first half: loss of #1.0 million)
   * Operating loss of #3.8 million after goodwill amortisation (2002: profit
     #4.5 million); second half loss of #0.8 million, first half loss of #3.0
     million
   * Proudfoot Consulting continues to trade profitably
   * ParsonConsulting's turnaround continues and monthly break-even was
     achieved in the fourth quarter
   * Dividend maintained at 0.5 pence per share
   * Order book currently more than double the level of a year ago and a
     strong prospect stream

Rolf Stomberg, Chairman:

"In common with many consultancies, we found 2003 to be a difficult year. Whilst
we managed costs tightly in line with the trading conditions, we maintained the
strength of the key functions that are important for the future development of
the Group. The year ended positively for us."

Kevin Parry, Chief Executive:

"As anticipated at the half year, the order book grew steadily in both our
businesses during the second half of 2003. 2004 has started strongly and we are
already seeing further order book growth. If sustained, this higher level of
business activity in both Proudfoot Consulting and Parson Consulting should
result in a much improved trading performance in 2004."

For further information please contact:

Management Consulting Group PLC
Kevin Parry, Chief Executive               020 7832 3700
Stephen Purse, Finance Director            020 7832 3700

The Maitland Consultancy
Suzanne Bartch                             020 7379 5151 (mobile) 07769 710335
Michelle Jeffery                           020 7379 5151 (mobile) 07989 977837

An analyst briefing will be held at the offices of Panmure Gordon at Woolgate
Exchange, 25 Basinghall Street, London EC2V 5HA on Monday 1 March 2004 at
9.30am.

NOTES TO EDITORS

Management Consulting Group PLC comprises two consulting businesses: Proudfoot
Consulting and Parson Consulting.

Proudfoot Consulting is a specialist management consultancy which implements
sustainable operational improvements in sales, costs, overheads, major capital
expenditure projects and production output, typically at no net annualised cost
to its clients.

Parson Consulting is a financial management consultancy that improves the
accuracy, speed and efficiency of finance and support functions free of auditing
conflicts of interest.

MANAGEMENT STATEMENT

The results for the year ended 31 December 2003 are summarised as follows:

                                            Year ended              Yearended
                                           31 Dec 2003             31 Dec 2002
                                                 #'000                   #'000
                                           -----------             -----------
Revenue
Proudfoot Consulting                            68,238                  93,229
Parson Consulting                               20,411                  14,067*
                                           -----------             -----------
        88,649                 107,296
                                           -----------             -----------

Operating profit/(loss) before goodwill amortisation
Proudfoot Consulting                         4,519       10,311
Parson Consulting                                          (4,310)      (2,701)*
                                                      -----------  -----------
                                                        209        7,610
                                                      -----------  -----------

* Parson Consulting owned for seven months in 2002

OVERVIEW

In common with many other consultancies, 2003 was a difficult year and, in terms
of headline numbers, it was the most disappointing of recent years. We started
the year with a relatively low order book and were adversely affected by the
economic and political uncertainties which prevailed for much of the year.
However, much underlying progress was made, particularly in the second half of
the year. We restructured Parson Consulting such that it reached monthly
break-even in the fourth quarter of the year. We decreased the number of
consultants employed in line with demand, whilst maintaining the strength of
marketing, sales and senior project resource. We ended the year with a strong
order book and a good pipeline of opportunities for 2004.

For the year as a whole, turnover was 17% down compared with 2002 at #88.6
million. The 8% weakening of the average US dollar exchange rate against
Sterling accounted for a reduction in Group turnover of approximately 5%. The
operating profit before amortisation of goodwill was #0.2 million compared with
#7.6 million in the previous year.

Even though the second half is the seasonally weaker period, turnover was 5%
higher than in the first half. The second half profit of #1.2 million before
goodwill amortisation compares with the first half operating loss of #1.0
million.

GROUP CONSULTANCIES

The Group comprises two consultancies: Proudfoot Consulting and Parson
Consulting. The Proudfoot Consulting business continued to trade profitably in
2003. The Parson Consulting business was loss making for the year as a whole but
reached monthly break-even in November.

Proudfoot Consulting implements substantial operational improvements, resulting
in a significant increase in the client's profitability. Proudfoot Consulting
can deliver higher sales, lower costs and overheads, reduced capital expenditure
and increased production output. Proudfoot's appeal is to performance-focused
senior management who recognise that success is about the operational
achievement of strategies and goals.

Parson Consulting specialises in financial management consultancy. It improves
the accuracy, speed and efficiency of finance functions. By not undertaking
auditing, Parson Consulting is free to improve finance functions and back
offices without the traditional conflictsexperienced by external and internal
auditors who frequently audit the work which they either advised upon or carried
out. Parson Consulting's appeal is to financial managers who are highly focused
on contemporary standards of corporate governance and who recognise the benefits
that can be obtained from quality finance and 'back office' functions.

PROUDFOOT CONSULTING

Proudfoot accounts for 77% of total 2003 Group turnover.

Turnover declined by 27% in 2003. This includes the impact of the weakening of
the US dollar against Sterling which reduced reported turnover by 4%.

The North American and European units, after an encouraging start to the year,
had poor second and third quarters, when the value of new work won was below our
expectations. This coincided with the uncertainties created by the Iraq war and
scepticism about the reality of the US economic improvement. In the latter part
of the year, as the economic recovery was more widely recognised, we saw
increasing US business confidence and an upturn in orders.

The two smaller units in Africa and Asia Pacific turned in solid performances
with Africa more than doubling its turnover and Asia Pacific growing turnover by
13%.

In the light of the trading performance we reduced the number of consultants
whilst maintaining strong capabilities in marketing, sales, business review and
project management so as not to jeopardise growth opportunities in 2004 and
beyond. This allowed us to manage the gross margin effectively which remained at
approximately 50%, despite the previously announced client decision to terminate
a significant engagement in the fourth quarter.

The operating profit of the Proudfoot business was #4.5 million before goodwill
amortisation (2002: #10.3 million). After adding back depreciation, EBITDA was
#5.5 million (2002: #11.7 million).

The EBITDA margin of 8% (2002: 13%) was inevitably adversely affected by the
decline in turnover but, conversely, will recover quickly when turnover
increases. Our target of a sustainable 15% EBITDA margin remains unchanged.

PARSON CONSULTING

At the year end we had owned Parson Consulting for 19 months. Significant
progress was made in 2003 in building a substantial consultancy that occupies a
space in the market between the large accounting firms and the systems houses.

We are pleased to report that Parson's turnaround from a loss making business to
break-even was achieved in November. This turnaround has been accomplished as a
result of focusing on larger engagements and price increases. The price
increases were a result of both higher value added work and an increase in the
market price for financial management consulting.

The senior management team that was established during the latter part of 2002
and the first half of 2003 has been stable, concentrating not just on short term
operational requirements but also the medium term development of service
offerings to meet likely market demands.

During 2003 the operating procedures in Parson in respect of sales and delivery
processes were standardised across its 12 offices. This was accomplished with
the assistance of Proudfoot Consulting's installation methodologies.

Drawing on the intellectual property of the acquired US business, we have
commenced a London-based European business which has started to show excellent
progress. It serves not just clients referred from the United States but also,
to date, five FTSE100 clients.

Parson Consulting's turnoverwas #20.4 million (2002: #14.1 million for seven
months) resulting in an operating loss of #4.3 million before goodwill
amortisation (2002: #2.7 million for seven months). The loss in the second half
was #1.1 million compared with #3.2 million in the first half, reflecting the
positive impact of the changes referred to above. The full year EBITDA loss was
#4.1 million (2002: #2.5 million for seven months).

EARNINGS

Net finance expense was less than #0.1 million (2002: income of #0.4 million).
The interest charge attributable to the liabilities associated with the closed
US retirement benefit plans more than offset the interest income from our cash
balances.

The tax charge is #1.1 million (2002: #0.6 million). The Group suffers minimum
taxes in certain jurisdictions and has taxable income in others which do not
benefit from losses brought forward from prior years.

The loss per share is 2.7 pence (2002: earnings of 2.7 pence). The headline loss
per share which adds back goodwill amortisation to the basic loss per share is
0.5 pence (2002: earnings of 4.7 pence).

BALANCE SHEET

Goodwill amounts to #69.2 million (2002: #73.6 million). The reduction in the
year is attributable to the annual amortisation charge together with the effect
of foreign exchange translation.

Debtor days at the year end represented the equivalent of 11 days sales (2002:
11 days) reflecting the continued emphasis on strong receivables management.

The cash balance declined from #21.9 million at 31 December 2002 to #9.7 million
at 31 December 2003. The cash outflow from operating activities was #5.0
million. Other significant cash outflows related to deferred acquisition
payments of #5.2 million and the dividend payment of #0.9 million.

The balance sheet liability for the closed US retirement benefit plans reduced
by #4.1 million to #13.2 million. This was a result of funding during the year,
foreign exchange movements and an improvement in the value of the assets, offset
in part by the effect of more conservative actuarial assumptions.

DIVIDEND

The board is recommending a maintained final dividend of 0.5 pence (2002: 0.5
pence) per share which will be payable on 24 May 2004 to shareholders on the
register on 23 April 2004.

The dividend recommendation takes account of not only the reported results for
2003 but also the year end cash balance and the operating outlook for 2004.

PEOPLE

As previously announced, Baroness Cohen of Pimlico joined the board on 11 August
2003. Lady Cohen, a solicitor, is chairman of BPP Holdings plc and a
non-executive director of the London Stock Exchange and the Defence Logistics
Organisation. She sits as a Labour peer in the House of Lords.

The board is grateful to allemployees who in 2003 showed commitment and
dedication at a time when market conditions were particularly challenging and
when the Group, regrettably, had to decrease the total number of people
employed.

PROSPECTS

The US dollar continues to berelatively weak against Sterling, our reporting
currency. This adversely impacts reported turnover and reported profits although
the latter is mitigated, to an extent by the matching of dollar income by dollar
expenses. The impact on the Group is entirely one of translation because we have
no need to repatriate dollar profits to meet Sterling liabilities. In these
circumstances, the board remains of the view that it is inappropriate to use
financial instruments to hedge the Sterling dollar exchange rate.

We saw the North American marketplace for consulting starting to strengthen,
from late 2003, as economic conditions improved generally. The European market
is lagging the North American market but is beginning to show a small
improvement. Two traditionally important sectors for consulting, financial and
telecommunications, reined back expenditure considerably over the last few
years. Recently, the focus has returned, once again, to improving the
operational performance of businesses in these sectors and we have started to
win new engagements.

For much of 2003, the time between the identification of an opportunity and the
completion of a sale was unusually long. Recently, the cycle appears to have
returned to a more normal period. This resulted in a strong intake of new
business towards the end of 2003 and in 2004 to date.
The order book, which ended 2003 considerably stronger than it was at the start
of the year, has continued to grow during the first two months of 2004 and is
now more than double the level of a year ago.

We are confident that the Group will build on the improvement in results seen in
the second half of 2003. Already in 2004 we have seen a higher level of business
activity in both Proudfoot Consulting and Parson Consulting and we have
increased the number of consultants we employ by some 15%. If sustained, this
should result in a much improved trading performance in 2004.

Dr Rolf Stomberg
Chairman

Kevin Parry
Chief Executive


GROUP PROFIT AND LOSS ACCOUNT

year ended 31 December                                         2003       2002
                                                     note     #'000      #'000
                                                          --------- ----------
Turnover                                                2    88,649    107,296
Cost of sales                                               (45,137)   (53,710)
                                                          --------- ----------
Gross profit                                                 43,512     53,586
Selling costs                                               (28,303)   (29,189)
Administrative expenses
                                                          --------- ----------
Excluding goodwill amortisation                             (15,000)   (16,787)
Goodwill amortisation                                        (4,029)    (3,107)
                                                          --------- ----------
Total administrative expenses                               (19,029)   (19,894)
Operating profit/(loss):
Before goodwill amortisation                                    209      7,610
After goodwill amortisation                               (3,820)     4,503
                                                          --------- ----------
Total operating (loss)/profit                         2,8    (3,820)     4,503
Finance (costs)/income                                  3       (46)   395
                                                          --------- ----------
(Loss)/profit on ordinary activities before taxation    2    (3,866)     4,898
Tax on (loss)/profit on ordinary activities                  (1,062)      (636)
   --------- ----------
(Loss)/profit on ordinary activities after taxation          (4,928)     4,262
Equity dividends proposed                               4      (944)      (930)
               --------- ----------
Retained (loss)/profit for the financial year                (5,872)     3,332
                                                          --------- ----------
(Loss)/earnings per share - pence                       7
Basic                                                         (2.68)      2.71
Diluted                                                       (2.68)      2.43
Headline                                                      (0.49)      4.68
                                                          --------- ----------

There is no material difference between the results reported on the historical
cost basis and those disclosed in the profit and loss account.

Turnover and operating results in both the current and prior years relate to
continuing operations.


GROUP STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES

year ended 31 December                                         2003       2002
                  note     #'000      #'000
                                                          --------- ----------
(Loss)/profit for the financial year                         (4,928)     4,262
Actuarial gain/(loss) relating to retirement benefit
schemes                                                10       285     (7,605)
Currency translation differences on foreign currency
net investments                                                 250       (453)
              --------- ----------
Total recognised gains and losses relating to the            (4,393)    (3,796)
year                                                      --------- ----------


GROUP RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS

year ended 31 December                                       2003         2002
                                                                    (restated)
                                                       #'000        #'000
                                                        ---------   ----------
(Loss)/profit for the financial year                       (4,928)       4,262
Other recognised gains and losses during the year             535   (8,058)
                                                        ---------   ----------
                                                           (4,393)      (3,796)
Equity dividends proposed                                    (944)        (930)
Issue of share capital
Acquisitions                                                    -        2,458
Deferred consideration for acquisitions                     1,281            -
New issue for cash (net of expenses)                            -  38,790
Share option schemes                                            -          232
Movement in reserve for shares to be issued - includes
#1.9 million (2002: #nil) which has been credited to the   (7,261)         189
profit and loss account for the Management 
Incentive Plan                                          ---------   ----------

Net (decrease)/increase in shareholders' funds            (11,317)      36,943
                                                                    ----------
Opening shareholders' funds - as previously reported                    20,052
Prior year adjustment for own shares held by employee
share trust (see note 1)                                                 (970)
                            ----------
Opening shareholders' funds - adjusted                     56,025       19,082
                                                        ---------   ----------
Closing shareholders' funds              44,708       56,025
                                                        ---------   ----------

GROUP BALANCE SHEET

as at 31 December                                  2003                   2002
                             (restated)
                               note     #'000     #'000     #'000        #'000
                            -------  --------   -------   -------     --------
Fixed assets
Intangible assets           69,206                 73,600
Tangible assets                                   1,649                  2,471
                                                -------   -------     --------
Total fixed assets                       70,855                 76,071
Current assets
Debtors                                 7,910               8,256
Cash at bank and in hand and            9,738              21,928
deposits                             --------             -------
                                       17,648              30,184
Creditors: amounts falling
due within                            (24,015)            (25,265)
one year                             --------             -------
Net current (liabilities)/                       (6,367)                 4,919
assets                                          -------               --------
Total assets less current                        64,488                 80,990
liabilities
Creditors: amounts falling
due after                                        (3,387)                (4,971)
more than one year
Provisions for liabilities                       (3,180)                (2,704)
and charges                                     -------        --------
Net assets excluding
retirement                                       57,921                 73,315
benefits liability
Retirement benefits liability    10             (13,213)               (17,290)
                                 -------               --------
Net assets including
retirement                                       44,708                 56,025
benefits liability                              -------               --------
                        -------               --------
Capital and reserves
Called up share capital                          47,198                 46,530
Share premium account                            38,009                 37,978
Shares to be issued                               2,166                  9,427
Own shares held by employee       1                (970)                  (970)
share trust
Other reserves                                      409                   (423)
Profit and loss account                         (42,104)               (36,517)
                                                -------               --------
Shareholders' funds - equity                     44,708                 56,025
                         -------               --------
                                                -------               --------

GROUP CASH FLOW STATEMENT

year ended 31 December                             2003                 2002
         note     #'000     #'000     #'000      #'000
                              -----  --------   -------   -------   --------
Net cash (outflow)/inflow from
operating activities              8              (4,957)               4,884
Returns on investments and
servicing of finance
Interest received                         247                 958
Interest paid                               -                 (86)
                                     --------             -------
Net cash inflow from returns
on                                                  247                  872
investments and servicing of
finance
Taxation                                           (553)              (2,093)
Capital expenditure and
financial investment
Purchase of tangible fixed               (594)             (1,116)
assets
Proceeds from sale of tangible
fixed                                     205                   -
assets                               --------          -------
Net cash outflow from capital
expenditure and financial                          (389)              (1,116)
investment
Acquisitions and disposals
  Payments to acquire
  subsidiary                           (5,189)            (37,633)
undertakings
  Debt acquired with                        -                (691)
  subsidiary                         --------             -------
  Net cash outflow from
  acquisitions and                               (5,189)               (38,324)
  disposals
  Equity dividends paid                            (911)                     -
                                                -------               --------
  Cash outflow before use of
  liquid                                      (11,752)               (35,777)
  resources and financing
  Management of liquid
  resources
  Cash withdrawn from liquid                -               2,475
  resources                          --------             -------
  Net cash inflow from
  management of                                       -                2,475
  liquid resources
  Financing
  Net proceeds from issue of
  ordinary                                  -              39,022
  shares                             --------             -------
  Net cash inflow from                                -                 39,022
  financing                                     -------               --------
  (Decrease)/increase in cash     9             (11,752)           5,720
  in the year                                   -------               --------

NOTES

1. Accounting policies

The financial information has been prepared on the basis of the accounting
policies set out in the Annual Report and Accounts for the year ended 31
December 2002, except that the Management Consulting Group PLC ordinary shares
owned by the employee share trust of #970,000 have been presented as a reduction
in shareholders' funds rather than as an investment. This is in accordance with
UITF Abstract 38. The balance sheet at 31 December 2002 has been restated
accordingly.

2. Segmental information
(a) Turnover
The analysis of turnover by geographical origin is as follows:
                                         2003                2002
                                                     #'000               #'000
                                                ----------          ----------
Continuing operations
North America                  54,457              66,186
Europe                                              24,650              34,634
Africa                                               4,698               2,188
Asia Pacific                                4,844               4,288
                                                ----------          ----------
                                                    88,649             107,296
                                                ----------          ----------

There is no material difference between turnover by geographical origin and
turnover by geographical destination.

(b) (Loss)/profit on ordinary activities before taxation
The analysis of the (loss)/profit by geographical region is as follows:

                                                               2003       2002
Continuing operations                                         #'000      #'000
                                                         ---------- ----------
North America                                                 2,736      8,645
Europe                                                       (6,899)    (3,479)
Africa                                                           25       (947)
Asia Pacific                                                    318        284
                                                         ---------- ----------
Total operating (loss)/profit                                (3,820)     4,503
Finance (costs)/income                                          (46)       395
                                                         ---------- ----------
Group (loss)/profit on ordinary activities before taxation   (3,866)     4,898
                           ---------- ----------

Management consultancy is the Group's sole business segment.

3. Finance (costs)/income
                                                          2003           2002
                            #'000          #'000
                                                    ----------     ----------
Interest receivable and similar income                     859            980
Interest payable and similar charges        (180)          (249)
Other finance charges                                     (725)          (336)
                                                    ----------     ----------
                                                          (46)           395
                                                    ----------     ----------

4.Equity dividends proposed
                                                            2003          2002
Equity shares                             #'000         #'000
                                                      ----------    ----------
Proposed final dividend of 0.5p (2002: 0.5p)                 944           930
                                                      ----------    ----------

The directors recommend the payment of a final dividend of 0.5 pence to be paid
on 24 May 2004 to ordinary shareholders on the register on 23 April 2004.

5. Earnings before interest, tax, depreciation and amortisation

 2003                2002
                                                     #'000               #'000
                                                ----------          ----------
Operating (loss)/profit                             (3,820)              4,503
Depreciation                                         1,223               1,639
Amortisation of goodwill                             4,029               3,107
                           ----------          ----------
EBITDA                                               1,432               9,249
                                                ----------          ----------

6. Staff numbers and costs
The average number of persons employed by the Group (including directors) during
the year, analysed by category, was as follows:

                                                    2003                  2002
                                              ----------            ----------
Sales and Marketing                                  178                   157
Consultants                                          420                   449
Support staff                                        121       138
                                              ----------            ----------
                                                     719                   744
                                              ----------            ----------

The aggregate payroll costs of these persons were as follows:

                                                     2003                 2002
                                                    #'000                #'000
                      ----------           ----------
Wages and salaries                                 50,332               53,529
Social security costs                               5,752                6,227
Other pension costs                828                  849
                                               ----------           ----------
                                                   56,912               60,605
                                               ----------           ----------

Operating results include a credit of #1.6 million in respect of the closed US
post retirement medical benefits plan, a significant part of which is offset by
other employee related costs.

7. Earnings per share
The basic earnings per share is calculated by dividing the profit after tax by
the weighted average number of Ordinary Shares in issue during the year after
deducting 3.9 million shares held by the Group in an employee share trust.

For diluted earnings per share, the weighted average number of Ordinary Shares
in issue is adjusted to assume conversion of all potentially dilutive Ordinary
Shares. The Group's dilutive instruments are share options granted to employees
where the exercise price is less than the average market price during the year,
shares potentially to be issued under a long-term incentive plan and shares to
be issued as deferred consideration in respect of acquisitions. Dilution is not
recognised where continuing operations are loss making.

The average market price of Ordinary Shares for the year ended 31 December 2003
was 36.9 pence (31 December 2002: 67.8 pence).

Headline earnings per share has been calculated in accordance with the
definition in the Institute of Investment Management Research ('IIMR') Statement
of Practice No. 1, 'The Definition of IIMR Headline Earnings'.

Reconciliations of the earnings and weighted average number of shares used in
the calculations are set out below:
                     2003
                                                         Weighted
                                                          average     Earnings
                                               number of    per share
                                            Earnings       shares       amount
                                             (#'000)    (million)      (pence)
                                          ----------  -----------  -----------
Basic EPS
(Loss)/profit attributable to shareholders    (4,928)       183.7        (2.68)
Effect of dilutive securities
Options                                            -            -            -
Long-term incentive plan      -            -            -
Deferred consideration shares                      -            -            -
                                          ----------  -----------  -----------
Fully diluted EPS                          (4,928)       183.7        (2.68)
                                          ----------  -----------  -----------
Basic EPS                                     (4,928)       183.7        (2.68)
Goodwill amortisation                          4,029  -         2.19
                                          ----------  -----------  -----------
Headline EPS                                    (899)       183.7        (0.49)
                                          ----------  ----------- -----------

                                                                          2002
                                                         Weighted
                                                          average     Earnings
          number of    per share
                                            Earnings       shares       amount
                                             (#'000)    (million)      (pence)
                       ----------  -----------  -----------
Basic EPS
(Loss)/profit attributable to shareholders     4,262        157.3         2.71
Effect of dilutive securities
Options                                            -          3.6        (0.06)
Long-term incentive plan                           -          8.5        (0.13)
Deferred consideration shares                      -          6.1        (0.09)
                                          ----------  -----------  -----------
Fully diluted EPS                              4,262        175.5         2.43
                                          ----------  -----------  -----------
Basic EPS                                      4,262        157.3         2.71
Goodwill amortisation                          3,107            -         1.97
                                          ----------  -----------  -----------
Headline EPS                                   7,369        157.3         4.68
                              ----------  -----------  -----------

8. Reconciliation of operating (loss)/profit to net cash flow from
operating activities

                                                             2003         2002
                             #'000        #'000
                                                      -----------   ----------
Operating (loss)/profit                                    (3,820)       4,503
Depreciation                              1,223        1,639
Amortisation of goodwill                                    4,029        3,107
Management long-term incentive plan                        (1,919)           -
Adjustment for pension funding                         (3,029)      (1,210)
Decrease in debtors                                           534        6,695
(Decrease) in creditors                                    (2,043)      (9,402)
Increase/(decrease) in provisions                              68 (448)
                                                      -----------   ----------
Net cash (outflow)/inflow from operating activities        (4,957)       4,884
                                                      -----------   ----------

9. Analysis of net funds

               Net funds at            Cash        Exchange       Net funds at
                 1 Jan 2003            flow        movement        31 Dec 2003
                      #'000           #'000           #'000  #'000
                -----------     -----------     -----------        -----------
Cash at bank         21,928         (11,752)           (438)             9,738
                -----------     -----------     -----------        -----------

10. Retirement benefits

The retirement benefits liability relates to the closed US defined benefit
pension scheme and to the closed US post-retirement medical benefits plan.

Entitlement to additional benefit accruals under the US defined benefits pension
scheme ceased on 31 December 2001.

The US post-retirement medical benefits plan relates to certain former employees
who retired prior to 30 September 1995 and to a small number of current and
former employees who were employed at that date.
                                                             2003         2002
                                                            #'000        #'000
                                                     ------------   ----------
Retirement benefits liability at start of year            (17,290)     (12,212)
Pension contributions                                       1,315        1,087
Payment of medical benefits                                   140          176
Service costs1,574          (53)
Net finance expense                                          (725)        (336)
Actuarial gain/(loss)                                         285       (7,605)
Foreign exchange translation                                1,488        1,653
                                                     ------------   ----------
Retirement benefits liability at end of year              (13,213)     (17,290)
                                   ------------   ----------

11. Statutory accounts
The above financial information does not constitute statutory accounts as
defined in Section 240 of the Companies Act 1985. The financial information has
been extracted without material adjustment from the consolidated financial
statements of Management Consulting Group PLC, which have been audited. The
auditors have made a report under section 235 of the Companies Act 1985 in
respect of the statutory consolidated accounts forthe years ended 31 December
2003 and 31 December 2002. Their reports were unqualified within the meaning of
Section 262(1) of the Companies Act 1985 and did not contain a statement under
Section 237(2) or (3) of that Act.

Statutory accounts for the financial year ended 31 December 2002 have been
delivered to the Registrar of Companies pursuant to Section 242 of the Act
whereas those for 2003 will be delivered following the Annual General Meeting.

12. Annual report
The Group's Annual Report and Accounts will be sent to shareholders on 15 March
2004 and will be available at the Company's registered office at 21 New Fetter
Lane, London EC4A 1AW, United Kingdom and on our website: www.mcgplc.com.

13. Annual General Meeting
The Annual General Meeting will be held on Tuesday 20 April 2004 at 11am.



                      This information is provided by RNS
            The company news service from the London Stock Exchange

END
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