RNS Number:8431H
Old Mutual PLC
24 February 2003

PART 2

Notes to the Financial Statements
for the year ended 31 December 2002



1    FOREIGN CURRENCIES

The information contained in these financial statements is expressed in both
Sterling and South African Rand. This is in order both to meet the legal
requirements of the UK Companies Act 1985 and to provide the users of the
accounts in South Africa with illustrative information.



The principal exchange rates used to translate the operating results, assets and
liabilities of key foreign business segments to Sterling are:


                                                                           Rand                US$
                                                                           Year to Year to     Year   Year
                                                                           31 Dec  31 Dec      to     to
                                                                           2002    2001        31 Dec 31 Dec
                                                                                               2002   2001

Profit and loss account (average rate)                                     15.7878 12.3923     1.5030 1.4405
Balance sheet (closing rate)                                               13.8141 17.4286     1.6105 1.4542



Foreign currency revenue transactions are translated at average exchange rates
for the year. Foreign currency assets and liabilities are translated at year end
exchange rates. Exchange differences arising from the translation of net
investments in foreign subsidiary undertakings are taken to the consolidated
statement of total recognised gains and losses. Exchange differences arising on
the translation of foreign integrated operations are taken through the
non-technical account. Other exchange differences are included in the profit and
loss account.




Notes to the Financial Statements
for the year ended 31 December 2002 (continued)



2      EARNINGS AND EARNINGS PER SHARE

Basic earnings per share is calculated based upon the profit or loss after tax
attributable to equity shareholders after the amortisation and impairment of
goodwill arising on acquisitions, the write-down of investment in Dimension Data
Holdings plc, Nedcor restructuring and integration costs, short term
fluctuations in investment return and non-operating items.



The directors' view is that operating earnings per share derived from operating
profit or loss based on a long term investment return and before goodwill
amortisation and impairment, write-down of investment in Dimension Data Holdings
plc, Nedcor restructuring and integration costs and non-operating items provides
a better indication of the underlying performance of the Group. A table
reconciling profit / (loss) on ordinary activities after tax and minority
interests to this underlying measure of operating earnings is included below.


                                                                              #m                  Rm
                                                                       Notes  Year Year to        Year  Year to
                                                                              to   31 Dec         to    31 Dec
                                                                              31   2001           31    2001
                                                                              Dec                 Dec
                                                                              2002 (Restated)     2002  (Restated)

Profit / (loss) on ordinary activities after tax and minority                 157  (264)          2,472 (3,274)
interests
Goodwill amortisation net of minority interests                               104  120            1,646 1,487
Goodwill impairment                                                           -    500            -     6,196
Write-down of investment in Dimension Data Holdings plc net of tax and 4      29   144            467   1,788
minority interests
Nedcor restructuring and integration costs net of tax and minority    3(d)(ii)7    -              104   -
interests                                                              
Short term fluctuations in investment returns net of tax and minority         75   (73)           1,192 (905)
interests
Non-operating items net of tax                                         6(b)   44   -              688   -
Operating earnings after tax and minority interests based on a long           416  427            6,569 5,292
term investment return before goodwill amortisation and impairment,
write-down of investment in Dimension Data Holdings plc and Nedcor
restructuring and integration costs

                                                                                       p                     c

Basic earnings / (loss) per share                                             4.3  (7.4)          67.4  (92.2)
Goodwill amortisation net of minority interests                               2.8  3.4            44.9  41.9
Goodwill impairment                                                           -    14.1           -     174.5
Write-down of investment in Dimension Data Holdings plc net of tax and        0.8  4.1            12.7  50.3
minority interests
Nedcor restructuring and integration costs net of tax and minority            0.2  -              2.8   -
interests
Short term fluctuations in investment returns net of tax and minority         2.0  (2.1)          32.5  (25.4)
interests
Non-operating items net of tax                                                1.2  -              18.7  -
Operating earnings per share after tax and minority interests based on        11.3 12.1           179.0 149.1
a long term investment return before goodwill amortisation and
impairment, write-down of investment in Dimension Data Holdings plc
and Nedcor restructuring and integration costs



Basic earnings per share is calculated by reference to the profit / (loss) on
ordinary activities after tax and minority interests of #157 million (R2,472
million) for the year ended 31 December 2002 (2001: loss #264 million (R3,274
million)) and a weighted average number of shares in issue of 3,670 million
(2001: 3,550 million). This is calculated after taking into account shares held
by Employee Share Ownership Plans (ESOPs), which have waived their rights to
dividends.



The diluted earnings per share calculation reflects the impact of the shares in
the ESOP Trusts, the US Dollar Guaranteed Convertible Bond and potential issue
of shares to satisfy the Pilgrim Baxter deferred consideration.



316 million (2001: 316 million) Old Mutual plc shares held by policyholders'
funds are included in the weighted average number of shares used in the earnings
per share calculation, reflecting the policyholders' economic interest in these
shares.















Notes to the Financial Statements
for the year ended 31 December 2002 (continued)



3      SEGMENTAL ANALYSIS

3(a) Summary of operating profit on                                   #m                                    Rm
ordinary activities before tax       Notes South    United    UK &    Total      South    United    UK &    Total
                                           Africa   States   Rest of             Africa   States   Rest of
                                                             World                                 World

Year to 31 December 2002

Life assurance                    3(b)(iii)343      83       (3)      423        5,414    1,310    (47)     6,677
Asset management                  3(c)(i)  28       95       2        125        441      1,500    31       1,972
Banking                           3(d)(i)  165      -        56       221        2,605    -        884      3,489
General insurance business        3(e)(i)  35       -        -        35         556      -        -        556
Other shareholders' income /      3(f)     -        -        (22)     (22)       -        -        (347)    (347)
(expenses)
Debt service costs                         -        -        (58)     (58)       -        -        (916)    (916)
Operating result based on a long           571      178      (25)     724        9,016    2,810    (395)    11,431
term investment return

Goodwill amortisation                      (31)     (70)     (19)     (120)      (490)    (1,105)  (300)    (1,895)
Write-down of investment in       4        (68)     -        -        (68)       (1,080)  -        -        (1,080)
Dimension Data Holdings plc
Nedcor restructuring and 
integration costs                 3(d)(ii) (14)     -        -        (14)       (227)    -        -        (227)
Short term fluctuations in                 (292)    181      20       (91)       (4,613)  2,858    316      (1,439)
investment return
Operating profit on ordinary               166      289      (24)     431        2,606    4,563    (379)    6,790
activities before tax

Analysed as:
Life assurance                             93       258      (17)     334        1,464    4,073    (268)    5,269
Asset management                           28       31       (13)     46         441      490      (206)    725
Banking                                    53       -        52       105        824      -        821      1,645
General insurance business                 (8)      -        -        (8)        (123)    -        -        (123)
Other shareholders' income /               -        -        12       12         -        -        190      190
(expenses)
Debt service costs                         -        -        (58)     (58)       -        -        (916)    (916)
Operating profit on ordinary               166      289      (24)     431        2,606    4,563    (379)    6,790
activities before tax

Year to 31 December 2001

Life assurance                   3(b)(iii) 397      13       (2)      408        4,915    161      (25)     5,051
Asset management                 3(c)(i)   37       116      (3)      150        458      1,437    (38)     1,857
Banking                          3(d)(i)   290      -        79       369        3,593    -        979      4,572
General insurance business       3(e)(i)   46       -        -        46         570      -        -        570
Other shareholders' income /     3(f)      12       -        (41)     (29)       149      -        (508)    (359)
(expenses)
Debt service costs                         -        (3)      (64)     (67)       -        (37)     (793)    (830)
Write-down of strategic investments  3(f)  -        -        (21)     (21)       -        -        (260)    (260)
Operating result based on a long           782      126      (52)     856        9,685    1,561    (645)    10,601
term investment return

Goodwill amortisation                      (27)     (78)     (27)     (132)      (334)    (966)    (336)    (1,636)
Goodwill impairment                        -        (335)    (165)    (500)      -        (4,151)  (2,045)  (6,196)
Write-down of investment in          4     (269)    -        -        (269)      (3,334)  -        -        (3,334)
Dimension Data Holdings plc
Short term fluctuations in                 77       31       18       126        954      384      223      1,561
investment return
Operating profit on ordinary               563      (256)    (226)    81         6,971    (3,172)  (2,803)  996
activities before tax

Analysed as:
Life assurance                             464      42       4        510        5,745    520      49       6,314
Asset management                           37       (295)    (193)    (451)      458      (3,655)  (2,393)  (5,590)
Banking                                    (4)      -        77       73         (50)     -        953      903
General insurance business                 88       -        -        88         1,090    -        -        1,090
Other shareholders' income /               (22)     -        (29)     (51)       (272)    -        (359)    (631)
(expenses)
Debt service costs                         -        (3)      (64)     (67)       -        (37)     (793)    (830)
Write-down of strategic investments        -        -        (21)     (21)       -        -        (260)    (260)
Operating profit on ordinary               563      (256)    (226)    81         6,971    (3,172)  (2,803)  996
activities before tax





Notes to the Financial Statements
for the year ended 31 December 2002 (continued)



3      SEGMENTAL ANALYSIS CONTINUED

                                                                   #m                                     Rm
3(b) Life assurance                     South    United    UK &    Total       South    United    UK &    Total
                                        Africa   States   Rest of              Africa   States   Rest of
                                                          World                                  World

(i) Gross premiums written

Year to 31 December 2002

Individual business
    Single                              610      2,633    104      3,347       9,631    41,562   1,637    52,830
    Recurring                           612      146      49       807         9,662    2,312    779      12,753
                                        1,222    2,779    153      4,154       19,293   43,874   2,416    65,583
Group business
    Single                              647      -        9        656         10,215   -        142      10,357
    Recurring                           241      -        9        250         3,805    -        142      3,947
                                        888      -        18       906         14,020   -        284      14,304
Total gross premiums                    2,110    2,779    171      5,060       33,313   43,874   2,700    79,887

Year to 31 December 2001

Individual business
    Single                              854      578      97       1,529       10,583   7,163    1,202    18,948
    Recurring                           757      78       87       922         9,381    967      1,078    11,426
                                        1,611    656      184      2,451       19,964   8,130    2,280    30,374
Group business
    Single                              598      -        13       611         7,411    -        161      7,572
    Recurring                           280      -        29       309         3,470    -        359      3,829
                                        878      -        42       920         10,881   -        520      11,401
Total gross premiums                    2,489    656      226      3,371       30,845   8,130    2,800    41,775



Business transacted with South African residents in terms of their personal
offshore allowances is conducted by the Group's offshore companies and is
therefore disclosed under the Rest of World segment.


(ii) Gross new business premiums
written

Year to 31 December 2002

Individual business
    Single                              610      2,633    104      3,347       9,631    41,562   1,637    52,830
    Recurring                           115      73       11       199         1,808    1,154    175      3,137
                                        725      2,706    115      3,546       11,439   42,716   1,812    55,967
Group business
    Single                              647      -        9        656         10,215   -        142      10,357
    Recurring                           19       -        1        20          296      -        11       307
                                        666      -        10       676         10,511   -        153      10,664
Total gross new business premiums       1,391    2,706    125      4,222       21,950   42,716   1,965    66,631
written
Annual premium equivalent               260      336      23       619         4,089    5,310    364      9,763

Year to 31 December 2001

Individual business
    Single                              854      578      97       1,529       10,583   7,163    1,202    18,948
    Recurring                           159      26       11       196         1,970    322      136      2,428
                                        1,013    604      108      1,725       12,553   7,485    1,338    21,376
Group business
    Single                              598      -        13       611         7,411    -        161      7,572
    Recurring                           20       -        1        21          248      -        12       260
                                        618      -        14       632         7,659    -        173      7,832
Total gross new business premiums       1,631    604      122      2,357       20,212   7,485    1,511    29,208
written
Annual premium equivalent               324      84       23       431         4,017    1,038    284      5,339



Annual premium equivalent is defined as one tenth of single premiums plus
recurring premiums.


Notes to the Financial Statements
for the year ended 31 December 2002 (continued)



3      SEGMENTAL ANALYSIS CONTINUED

                                                                   #m                                     Rm
3(b) Life assurance continued           South    United    UK &    Total       South    United    UK &    Total
                                        Africa   States   Rest of              Africa   States   Rest of
                                                          World                                  World

(iii) Life assurance operating result

Year to 31 December 2002

Individual business                     149      83       (8)      224         2,352    1,310    (126)    3,536
Group business                          59       -        1        60          931      -        16       947
Life assurance technical result         208      83       (7)      284         3,283    1,310    (110)    4,483
Long term investment return             135      -        4        139         2,131    -        63       2,194
Life assurance operating result before  343      83       (3)      423         5,414    1,310    (47)     6,677
short term fluctuations in investment
return

Year to 31 December 2001

Individual business                     174      13       (8)      179         2,152    161      (99)     2,214
Group business                          75       -        1        76          933      -        12       945
Life assurance technical result         249      13       (7)      255         3,085    161      (87)     3,159
Long term investment return             148      -        5        153         1,830    -        62       1,892
Life assurance operating result before  397      13       (2)      408         4,915    161      (25)     5,051
short term fluctuations in investment
return




Notes to the Financial Statements
for the year ended 31 December 2002 (continued)



3      SEGMENTAL ANALYSIS CONTINUED

                                                                          #m                  Rm
3(c) Asset management                                              Notes  Year to Year to     Year to Year to
                                                                          31 Dec  31 Dec      31 Dec  31 Dec
                                                                          2002    2001        2002    2001

(i) Analysis of operating result

Fund management worldwide
South Africa
Old Mutual Asset Managers                                                 13      16          205     198
Old Mutual Unit Trusts                                                    3       11          47      136
Other                                                                     3       1           47      12
                                                                          19      28          299     346
United States
Old Mutual Asset Managers                                        3(c)(ii) 31      38          490     471
Pilgrim Baxter                                                   3(c)(ii) 18      29          284     359
Other Old Mutual US affiliates                                   3(c)(ii) 46      49          726     607
                                                                          95      116         1,500   1,437

United Kingdom and Rest of World                                          (2)     6           (32)    74
                                                                          112     150         1,767   1,857
Private client UK - Gerrard
Gross profit                                                              3       2           47      25
Profit on disposal of current investments                                 6       -           95      -
Integration costs                                                         (5)     (12)        (79)    (149)
                                                                          4       (10)        63      (124)
Other financial services
South Africa                                                              9       9           142     112
United Kingdom and Rest of World                                          -       1           -       12
                                                                          9       10          142     124
Asset management operating result before goodwill amortisation            125     150         1,972   1,857
and impairment

Analysed as:
South Africa                                                              28      37          441     458
United States                                                             95      116         1,500   1,437
United Kingdom and Rest of World                                          2       (3)         31      (38)
Asset management operating result before goodwill amortisation            125     150         1,972   1,857
and impairment




                                                                    #m                                      Rm
                                        OMAM    Pilgrim Other       Total      OMAM     Pilgrim Other       Total
                                        (US)    Baxter  Affiliates             (US)     Baxter  Affiliates

(ii) Old Mutual (US) Holdings

Year to 31 December 2002

Revenue                                 123     50      200         373        1,942    789     3,158       5,889
Expenses                                (92)    (32)    (154)       (278)      (1,452)  (505)   (2,432)     (4,389)
Asset management operating result       31      18      46          95         490      284     726         1,500
before goodwill amortisation

Year to 31 December 2001

Revenue                                 147     85      219         451        1,822    1,053   2,713       5,588
Expenses                                (109)   (56)    (170)       (335)      (1,351)  (694)   (2,106)     (4,151)
Asset management operating result       38      29      49          116        471      359     607         1,437
before goodwill amortisation and
impairment


Notes to the Financial Statements
for the year ended 31 December 2002 (continued)



3      SEGMENTAL ANALYSIS CONTINUED

                                                                   #m                                 Rm
3(d) Banking                                     South    UK &     Total        South      UK & Rest  Total
                                                 Africa   Rest of               Africa     of World
                                                          World

(i) Banking operating result

Year to 31 December 2002

Interest receivable                              1,372    142      1,514        21,661     2,242      23,903
Interest payable                                 (1,003)  (108)    (1,111)      (15,835)   (1,705)    (17,540)
Net interest income                              369      34       403          5,826      537        6,363
Dividend income                                  11       -        11           174        -          174
Fees and commissions receivable                  261      45       306          4,121      710        4,831
Fees and commissions payable                     (9)      (2)      (11)         (142)      (32)       (174)
Other operating income                           112      21       133          1,768      332        2,100
Total operating income                           744      98       842          11,747     1,547      13,294
Specific and general provisions charge           (87)     (1)      (88)         (1,374)    (16)       (1,390)
Net income                                       657      97       754          10,373     1,531      11,904
Operating expenses                               (497)    (46)     (543)        (7,847)    (726)      (8,573)
Banking operating result before goodwill         160      51       211          2,526      805        3,331
amortisation, share of associated undertakings'
profit, write-down of investment in Dimension
Data Holdings plc and Nedcor restructuring and
integration costs
Share of associated undertakings' profit         5        5        10           79         79         158
Banking operating result before goodwill         165      56       221          2,605      884        3,489
amortisation, write-down of investment in
Dimension Data Holdings plc and Nedcor
restructuring and integration costs

Year to 31 December 2001

Net interest income                              386      43       429          4,783      533        5,316
Non-interest revenue                             413      55       468          5,118      681        5,799
Total operating income                           799      98       897          9,901      1,214      11,115
Specific and general provisions charge           (118)    -        (118)        (1,462)    -          (1,462)
Net income                                       681      98       779          8,439      1,214      9,653
Operating expenses                               (399)    (26)     (425)        (4,945)    (322)      (5,267)
Banking operating result before goodwill         282      72       354          3,494      892        4,386
amortisation, share of associated undertakings'
profit and write-down of investment in Dimension
Data Holdings plc
Share of associated undertakings' profit         8        7        15           99         87         186
Banking operating result before goodwill         290      79       369          3,593      979        4,572
amortisation and write-down of investment in
Dimension Data Holdings plc



Operating expenses includes translation losses of #64 million (R1,011 million).
Non-interest revenue in 2001 includes exceptional revenue of #36 million (R441
million).



Specific and general provisions charge for the year includes the release of an
exceptional provision of #25 million (R400 million). The exceptional provision
included in the specific and general provisions charge for 2001 was #32 million
(R400 million).



There are no banking operations in the United States.


Notes to the Financial Statements
for the year ended 31 December 2002 (continued)



3      SEGMENTAL ANALYSIS CONTINUED
                                                                                        #m             Rm
3(d) Banking continued                                                                  Year to        Year to
                                                                                        31 Dec         31 Dec
                                                                                        2002           2002

(ii) Nedcor restructuring and integration costs

Costs before tax and minority interests                                                 14             227
Tax                                                                                     (1)            (23)
Costs after tax and before minority interests                                           13             204
Minority interests                                                                      (6)            (100)
Costs after tax and minority interests                                                  7              104



In 2002, one-off merger and restructuring costs of #13 million (R204 million)
after tax have been charged to the profit and loss account. This figure includes
#5 million (R86 million) for Nedcor's restructuring and integration costs in
connection with the acquisition of BoE and #8 million (R118 million) for the
closure and restructuring costs of Permanent Bank's deposit-taking activities
and infrastructure, which are being merged with Old Mutual Bank.



Although these costs are considered significant to the operating results of the
Group, they do not fall under the definition of exceptional items as described
in Financial Reporting Standard 3 and as such are classified as operating
activities for statutory reporting.


Notes to the Financial Statements
for the year ended 31 December 2002 (continued)



3      SEGMENTAL ANALYSIS CONTINUED

                                                                       #m                     Rm
3(e) Other technical income, net of reinsurance                        Year to   Year to      Year to   Year to
                                                                       31 Dec    31 Dec       31 Dec    31 Dec
                                                                       2002      2001         2002      2001

(i) General insurance technical account

Earned premiums, net of reinsurance
Premiums written, net of reinsurance
    Gross premiums written                                             355       394          5,603     4,882
    Outward reinsurance premiums                                       (45)      (43)         (717)     (533)
                                                                       310       351          4,886     4,349
Change in the provision for unearned premiums, net of
reinsurance
    Gross amount                                                       (13)      (2)          (212)     (25)
    Reinsurers' share                                                  8         1            132       12
                                                                       (5)       (1)          (80)      (13)
                                                                       305       350          4,806     4,336

Allocated investment return transferred from the non-technical         35        41           554       508
account

Claims incurred, net of reinsurance
Claims paid
    Gross amount                                                       (234)     (290)        (3,682)   (3,594)
    Reinsurers' share                                                  18        33           275       409
                                                                       (216)     (257)        (3,407)   (3,185)
Change in the provision for claims, net of reinsurance
    Gross amount                                                       (20)      (4)          (312)     (50)
    Reinsurers' share                                                  7         1            112       12
                                                                       (13)      (3)          (200)     (38)
                                                                       (229)     (260)        (3,607)   (3,223)

Net operating expenses                                                 (76)      (85)         (1,197)   (1,051)

General insurance operating result before short term                   35        46           556       570
fluctuations in investment returns


                                                                    #m                                    Rm
                                            Earned      Claims      Operating     Earned      Claims      Operating
                                            premiums    incurred    result        premiums    incurred    result
                                            net of      net of      based on a    net of      net of      based on a
                                            reinsurance reinsurance long term     reinsurance reinsurance long term
                                                                    investment                            investment
                                                                    return                                return

(ii) General insurance result by class of
business

Year to 31 December 2002

Commercial                                  125         89          3             1,968       1,400       40
Corporate                                   15          11          (2)           234         180         (28)
Personal lines                              145         111         (1)           2,284       1,747       (8)
Risk financing                              20          18          -             320         280         (2)
                                            305         229         -             4,806       3,607       2
Long term investment return                                         35                                    554
                                                                    35                                    556

Year to 31 December 2001

Commercial                                  134         98          1             1,659       1,212       8
Corporate                                   17          14          -             210         167         -
Personal lines                              177         130         4             2,196       1,615       54
Risk financing                              22          18          -             271         229         -
                                            350         260         5             4,336       3,223       62
Long term investment return                                         41                                    508
                                                                    46                                    570



(iii) Other technical income

Other technical income principally consists of fees earned in respect of South
African policyholders' funds and fees earned for healthcare administration.


Notes to the Financial Statements
for the year ended 31 December 2002 (continued)



3      SEGMENTAL ANALYSIS CONTINUED

                                                                           #m                Rm
3(f) Other shareholders' income / (expenses) and write-down of             Year   Year       Year   Year
strategic investments                                                      to     to         to     to
                                                                           31 Dec 31 Dec     31 Dec 31 Dec
                                                                           2002   2001       2002   2001

Long term investment return credited to operating result                   -      12         -      149
Other income                                                               13     -          205    -
Net corporate expenses                                                     (35)   (41)       (552)  (508)
Other shareholders' income / (expenses)                                    (22)   (29)       (347)  (359)

Write-down of strategic investments                                        -      (21)       -      (260)




                                                      #m                                        Rm
3(g) Net assets           South    United   UK & Rest Total         South    United   UK & Rest Total
                          Africa   States   of World                Africa   States   of World

At 31 December 2002

Life assurance            1,095    851      71        2,017         15,126   11,756   981       27,863
Asset management          100      1,005    322       1,427         1,381    13,883   4,449     19,713
Banking                   541      -        89        630           7,473    -        1,230     8,703
General insurance         78       -        -         78            1,077    -        -         1,077
Other                     (19)     -        (158)     (177)         (261)    -        (2,183)   (2,444)
                          1,795    1,856    324       3,975         24,796   25,639   4,477     54,912
Debt                                                  (1,189)                                   (16,426)
Net assets                                            2,786                                     38,486

At 31 December 2001

Life assurance            802      588      28        1,418         13,978   10,248   488       24,714
Asset management          60       1,252    469       1,781         1,046    21,821   8,173     31,040
Banking                   341      -        147       488           5,943    -        2,562     8,505
General insurance         69       -        3         72            1,203    -        52        1,255
Other                     75       -        (6)       69            1,307    -        (109)     1,198
                          1,347    1,840    641       3,828         23,477   32,069   11,166    66,712
Debt                                                  (1,358)                                   (23,667)
Net assets                                            2,470                                     43,045






Notes to the Financial Statements
for the year ended 31 December 2002 (continued)



3      SEGMENTAL ANALYSIS CONTINUED

                                                            #m                                           Rm
3(h) Funds under management     South    United    UK &     Total         South     United      UK &     Total
                                Africa   States   Rest of                 Africa    States     Rest of
                                                  World                                        World

At 31 December 2002

Investments including assets    13,968   6,793    3,058     23,819        192,955   93,839     42,243    329,037
held to cover linked
liabilities

Unit trusts
    Old Mutual Asset Managers   773      -        1,376     2,149         10,678    -          19,008    29,686
    Nedcor unit trusts          633      -        712       1,345         8,744     -          9,836     18,580
    Other asset management      -        -        11        11            -         -          152       152
                                1,406    -        2,099     3,505         19,422    -          28,996    48,418

Third party
    Old Mutual Asset Managers   3,833    -        105       3,938         52,949    -          1,450     54,399
    Old Mutual Asset Managers   -        37,457   -         37,457        -         517,435    -         517,435
    (US)
    Pilgrim Baxter              -        4,207    -         4,207         -         58,116     -         58,116
    Old Mutual Affiliates       -        24,781   5,875     30,656        -         342,327    81,158    423,485
                                3,833    66,445   5,980     76,258        52,949    917,878    82,608    1,053,435
Private client UK               -        -        12,030    12,030        -         -          166,184   166,184
Nedcor portfolio management     3,845    310      3,501     7,656         53,115    4,282      48,363    105,760
Other financial services        18       -        310       328           249       -          4,282     4,531
                                7,696    66,755   21,821    96,272        106,313   922,160    301,437   1,329,910

Total funds under management    23,070   73,548   26,978    123,596       318,690   1,015,999  372,676   1,707,365

At 31 December 2001

Investments including assets    11,519   4,497    5,699     21,715        200,760   78,376     99,325    378,461
held to cover linked
liabilities

Unit trusts
    Old Mutual Asset Managers   670      -        360       1,030         11,677    -          6,274     17,951
    Private client UK           -        -        1,051     1,051         -         -          18,317    18,317
    Other asset management      -        -        159       159           -         -          2,771     2,771
                                670      -        1,570     2,240         11,677    -          27,362    39,039

Third party
    Old Mutual Asset Managers   2,783    -        401       3,184         48,504    -          6,989     55,493
    Old Mutual Asset Managers   -        48,884   -         48,884        -         851,979    -         851,979
    (US)
    Pilgrim Baxter              -        8,675    -         8,675         -         151,193    -         151,193
    Old Mutual Affiliates       -        33,595   8,081     41,676        -         585,514    140,840   726,354
                                2,783    91,154   8,482     102,419       48,504    1,588,686  147,829   1,785,019
Private client UK               -        -        16,347    16,347        -         -          284,905   284,905
Other financial services        12       -        363       375           209       -          6,327     6,536
                                2,795    91,154   25,192    119,141       48,713    1,588,686  439,061   2,076,460

Total funds under management    14,984   95,651   32,461    143,096       261,150   1,667,062  565,748   2,493,960



Nedcor managed funds have been included in 2002 as a result of growth in this
business.


Unit Trust private client UK business was transferred to Old Mutual Asset
Managers in January 2002.


Notes to the Financial Statements
for the year ended 31 December 2002 (continued)



4      INVESTMENT IN DIMENSION DATA HOLDINGS PLC

                                                                    #m                      Rm
                                                                    Year to   Year to       Year to   Year to
                                                                    31 Dec    31 Dec        31 Dec    31 Dec
                                                                    2002      2001          2002      2001

Write-down of investment in Dimension Data Holdings plc before tax  68        269           1,080     3,334
and minority interests

Tax                                                                 (11)      14            (171)     171
Write-down of investment in Dimension Data Holdings plc before      57        283           909       3,505
minority interests

Minority interests                                                  (28)      (139)         (442)     (1,717)
Write-down of investment in Dimension Data Holdings plc after tax   29        144           467       1,788
and minority interests



During 2001, an impairment in the carrying value of the Group's investment in
Dimension Data Holdings plc was recognised, reflecting a market value of R14.50
per share at 31 December 2001. A further impairment has been recognised for the
year ended 31 December 2002 based on a closing market value of R4.02 per share.
Although these events are exceptional in the context of their significance to
the Group, the losses form part of banking operating profit in the statutory
financial statements.




Notes to the Financial Statements
for the year ended 31 December 2002 (continued)



5    TAX ON PROFIT ON ORDINARY ACTIVITIES


                                                                     #m                       Rm
5(a) Analysis of tax charge                                          Year to   Year to        Year to   Year to
                                                                     31 Dec    31 Dec         31 Dec    31 Dec
                                                                     2002      2001           2002      2001
                                                                               (Restated)               (Restated)

United Kingdom tax
UK corporation tax                                                   40        64             632       793
Double tax relief                                                    (20)      (49)           (316)     (607)
                                                                     20        15             316       186
Overseas tax
South Africa                                                         51        48             805       594
United States                                                        8         31             126       384
Rest of World                                                        (1)       4              (16)      50
Secondary tax on companies (STC)                                     3         23             47        285
                                                                     61        106            962       1,313

Adjustment in respect of prior periods                               (1)       (7)            (16)      (87)

Current tax for the year                                             80        114            1,262     1,412
Current tax attributable to shareholders' profits on long term       38        40             596       497
business
Total current tax on ordinary activities                             118       154            1,858     1,909

Deferred tax - non-technical account                                 17        88             272       1,087
Deferred tax attributable to shareholders' profits on long term      89        36             1,405     445
business
Adjustment for adoption of FRS19                                     -         41             -         507

Total tax on profit on ordinary activities                           224       319            3,535     3,948

The tax charge is analysed as follows:
    Operating profit                                                 195       250            3,082     3,094
    Short term fluctuations                                          3         55             47        683
    Investment in Dimension Data Holdings plc                        (11)      14             (171)     171
    Nedcor restructuring and integration costs                       (1)       -              (23)      -
    Non-operating losses on disposal of businesses                   38        -              600       -
                                                                     224       319            3,535     3,948


5(b) Reconciliation of tax charge

Tax at UK rate of 30.0 per cent. (2001: 30.0 per cent.) on profit  128        24             2,011      299
on ordinary activities before tax
Untaxed and low taxed income (including tax exempt investment      (64)       (118)          (1,010)    (1,462)
return)
Disallowable expenditure                                           128        418            2,021      5,175
STC                                                                3          23             47         285
Movement in deferred tax                                           (106)      (165)          (1,674)    (2,045)
Other                                                              29         (28)           463        (343)
Current tax charge                                                 118        154            1,858      1,909



Comparative amounts have been restated to reflect the adoption of Financial
Reporting Standard 19 "Deferred tax".


Notes to the Financial Statements
for the year ended 31 December 2002 (continued)



6      ACQUISITIONS AND DISPOSALS / NON-OPERATING ITEMS

6(a) Acquisitions

(i) BoE Limited (BoE)

On 2 July 2002, the Group's banking subsidiary, Nedcor Limited, acquired 100% of
the net assets of BoE, a South African banking business, for a total
consideration of #485 million (R7,697 million). This consideration comprised
10.4 million Nedcor Limited ordinary shares valued at #84 million (R1,339
million), cash payments of #391 million (R6,199 million) and additional costs
directly associated with the acquisition of #10 million (R159 million). The
table below shows the fair value of the banking assets and liabilities acquired.


                                                      #m                                                Rm
                                                      Book value  Provisional Accounting Provisional    Provisional
                                                      on          fair value  policy     fair value     fair value
                                                      acquisition adjustments alignments to Group       to Group

Goodwill                                              55          (55)        -          -              -
Cash and balances at central banks                    114         -           1          115            1,833
Treasury bills and other eligible bills               199         (2)         -          197            3,114
Loans and advances to banks                           109         -           -          109            1,723
Loans and advances to customers                       2,326       (24)        (21)       2,281          36,162
Other investment securities                           715         (2)         1          714            11,323
All other assets                                      393         -           12         405            6,414
Deposits by banks                                     (580)       -           -          (580)          (9,195)
Customer accounts                                     (1,937)     -           (4)        (1,941)        (30,761)
All other liabilities                                 (1,017)     (6)         (6)        (1,029)        (16,285)
Net assets acquired                                   377         (89)        (17)       271            4,328

Consideration satisfied by:
Cash                                                                                     391            6,199
Ordinary shares                                                                          84             1,339
Acquisition costs                                                                        10             159
                                                                                         485            7,697
Goodwill arising on acquisition                                                          214            3,369



Provisional fair value adjustments

The fair value adjustments relate to the revaluation of BoE assets and
liabilities at the date of acquisition and accounting policy alignments between
BoE and Nedcor Ltd. Adjustments in respect of treasury bills and other eligible
bills includes impairment of banking bonds; loans and advances to customers have
been adjusted to reflect additional provisions against specific banking book
assets; other liabilities include a provision against an onerous lease.



Pre-acquisition performance

The following shows the profit and loss accounts of BoE from the beginning of
its financial year, 1 October 2001, to the date of acquisition, and for the
previous financial year ended 30 September 2001.


                                                                     #m                      Rm
                                                                     1 Oct     1 Oct         1 Oct     1 Oct
                                                                     2001      2000          2001      2000
                                                                     to        to            to        to
                                                                     1 July    30 Sep        1 July    30 Sep
                                                                     2002      2001          2002      2001

Total operating income                                               199       329           3,148     4,033

(Loss) / profit on ordinary activities before tax                    (57)      36            (897)     443
Tax                                                                  (5)       (13)          (81)      (160)

(Loss) / profit on ordinary activities after tax                     (62)      23            (978)     283



Post-acquisition performance

From the date of acquisition to 31 December 2002, BoE contributed #114 million
(R1,797 million) to banking operating income, #23 million (R359 million) to
operating profit before tax and minority interests.


Notes to the Financial Statements
for the year ended 31 December 2002 (continued)



6      ACQUISITIONS AND DISPOSALS / NON-OPERATING ITEMS CONTINUED

6(a) Acquisitions continued

(ii) Nedcor Investment Bank Holdings Limited (NIB)

In October 2002, Nedcor Limited, a banking subsidiary of the Group, acquired the
11.6% of the share capital of Nedcor Investment Bank Holdings Limited that the
Group did not already own. The consideration paid, net of costs, was #43 million
(R685 million) and the goodwill arising was #17 million (R274 million).



(iii) Franklin Templeton Nedcor Investment Bank Asset Management Limited

With effect from 1 October 2002, Nedcor Investment Bank Holdings Limited
acquired the remaining 50% of Franklin Templeton Nedcor Investment Bank Asset
Management Limited. The consideration paid was #11 million (R180 million) and
the goodwill arising was #9 million (R150 million).



(iv) Other

Other acquisitions made by the US asset management business during the year gave
rise to additional goodwill of #5 million (R79 million).



6(b) Disposals / Non-operating items

(i) Summary

The following gains and losses on the disposal of business operations have been
disclosed as non-operating. There were no non-operating items during 2001.

                                                                                          #m            Rm
                                                                                   Notes  Year to       Year to
                                                                                          31 Dec        31 Dec
                                                                                          2002          2002

United States - asset management affiliates                                      6(b)(ii) 35            558
United Kingdom - asset management subsidiaries                                   6(b)(iii)(61)          (963)
Rest of World - Old Mutual International (Isle of Man) Limited                   6(b)(iv) 20            317
Loss on disposal before tax                                                               (6)           (88)
Tax - United States asset management affiliates                                           (38)          (600)
Loss on disposal after tax                                                                (44)          (688)



(ii) United States - asset management affiliates

Following the acquisition of United Asset Management in September 2000, the
Group has rationalised the affiliates held. Disposals during the year were NWQ
Investment Management Company Inc., C.S. McKee & Company Inc., Suffolk Capital
Management, J.R. Senecal & Associates Investment Counsel and Fiduciary
Management Associates. The total consideration received was #125 million (R1,724
million). The total profit before tax on disposal was #35 million (R553 million)
after charging goodwill attributable to the businesses of #71 million (R981
million) and the associated tax charge was #38 million (R600 million).



(iii) United Kingdom - asset management subsidiaries

The Group disposed of GNI Holdings Limited in November 2002 and Old Mutual
Securities Limited and King & Shaxson Bond Brokers Limited in December 2002 for
total cash consideration of #106 million (R1,674 million). Provisions have been
established in relation to the businesses sold of #28 million (R387 million). A
loss on disposal of #61 million (R963 million) has been incurred after charging
goodwill attributable to the businesses of #54 million (R746 million). In
respect of Old Mutual Securities Limited, deferred consideration is to be
determined on an earn-out basis over three years. In determining the loss on
disposal, no amount has been included for deferred consideration.



(iv) Rest of World - Old Mutual International (Isle of Man) Limited

In January 2002, Old Mutual International (Isle of Man) Limited, an offshore
life assurance business and a 100% subsidiary of the Group, was sold for cash
consideration of #36 million (R574 million), resulting in a profit on disposal
of #20 million (R317 million) and no tax was payable.


Notes to the Financial Statements
for the year ended 31 December 2002 (continued)



7      GOODWILL

                                                                          #m                Rm
                                                                   Notes  At     At         At      At
                                                                          31 Dec 31 Dec     31 Dec  31 Dec
                                                                          2002   2001       2002    2001

At beginning of year                                                      1,580  2,279      27,537  25,786
Additions arising on acquisitions in the period                    6(a)   245    174        3,872   2,122
Adjustments in respect of prior year acquisitions                         5      2          79      25
Disposals                                                          6(b)   (125)  (10)       (1,727) (174)
Impairment loss                                                           -      (500)      -       (6,196)
Pilgrim Baxter & Associates revenue share adjustments                     101    (241)      1,604   (4,200)
Amortisation for the year                                                 (107)  (113)      (1,689) (1,400)
Foreign exchange and other movements                                      (101)  (11)       (7,601) 11,574
At end of year                                                            1,598  1,580      22,075  27,537

Analysed between:
Life assurance                                                            84     76         1,160   1,325
Asset management                                                          1,187  1,412      16,397  24,609
General insurance                                                         12     10         166     174
Banking                                                                   315    82         4,352   1,429
                                                                          1,598  1,580      22,075  27,537



Adjustments in respect of prior year acquisitions

Adjustments have been made to goodwill of #67 million (R785 million) that arose
on the acquisition in July 2001 of Fidelity & Guaranty Life Insurance Company.
The addition to goodwill of #21 million (R332 million), net of tax, reflects a
revision to the original estimate of the costs involved in exiting an onerous
contract.


In addition, the adjustments in respect of prior year acquisitions includes a
credit of #16 million (R253 million) which reflects the latest estimate of the
deferred consideration payable for the purchase of revenue shares of certain
affiliates combined with the effect of disposing of affiliates held for resale
at values in excess of the original estimated carrying amount. The ultimate
costs of purchasing these revenue shares will remain uncertain as they are
dependent upon future events and hence are subject to adjustment in future
years.


Impairment loss

The impairment loss in the prior year arose from a review of the carrying value
of the Group's UK private client and US asset management businesses. As a result
of this exercise, the Group reduced the carrying value of its unamortised
goodwill by #500 million (R6,196 million), reflecting the impact of declining
equity markets. A further review was undertaken as at 31 December 2002 which
supports the existing carrying value of the goodwill.



Pilgrim Baxter & Associates revenue share adjustments

During 2001, a reduction to goodwill of #241 million (R4,200 million), net of
tax, reflected the expiry on 31 December 2001 of the Group's option to purchase
the remaining revenue share from Pilgrim Baxter. On 14 March 2002, the Group
negotiated terms for the purchase of the remaining revenue share which comprised
a combination of fixed instalments and a variable earn-out depending upon profit
growth. Adjustments have been made to goodwill of #101 million (R1,604 million),
which represents the best estimate of the total obligation.



Amortisation for the year

The goodwill amortisation charge for the period of #120 million (R1,895 million)
(2001: #132 million (R1,636 million)) comprises #107 million (R1,689 million)
(2001: #113 million (R1,400 million)) disclosed above and #13 million (R206
million) (2001: #19 million (R236 million)) shown within investments in
associated undertakings.




Notes to the Financial Statements
for the year ended 31 December 2002 (continued)



8      AMOUNTS OWED TO CREDIT INSTITUTIONS

                                                                                         #m             Rm

At 31 December 2002

Bank overdrafts repayable on demand                                                      2              28

Bank and other loans:

Repayable within one year:
Floating rate notes                                                                      45             622
Commercial paper                                                                         330            4,559
Term loan                                                                                30             414
                                                                                         405            5,595

Repayable between one and two years:
Floating rate notes                                                                      12             166

Repayable between two and five years:
Syndicated revolving credit facilities                                                   78             1,077
Euro notes                                                                               217            2,998
Floating rate notes                                                                      7              97
Other                                                                                    41             566
                                                                                         343            4,738

Repayable after five years:
Other                                                                                    5              69

                                                                                         767            10,596

At 31 December 2001

Bank overdrafts repayable on demand                                                      1              17

Bank and other loans:

Repayable within one year:
Syndicated revolving credit facilities                                                   294            5,124
Floating rate notes                                                                      74             1,289
Commercial paper                                                                         112            1,952
Other                                                                                    4              70
                                                                                         484            8,435

Repayable between one and two years:
Term loan                                                                                30             523

Repayable between two and five years:
Syndicated revolving credit facilities                                                   376            6,553
Term loan                                                                                6              105
                                                                                         382            6,658

                                                                                         897            15,633




Notes to the Financial Statements
for the year ended 31 December 2002 (continued)



8      AMOUNTS OWED TO CREDIT INSTITUTIONS CONTINUED

The multi-currency Revolving Credit Facility of #900 million (amount drawn down
at 31 December 2002: #78 million (R1,077 million)) is repayable on 13 July 2006.



Commercial paper is used under a #600 million Euro Commercial Paper ("ECP")
programme for periods of up to 12 months. Commercial papers are issued in
various currencies, the proceeds of which are generally swapped into US dollars
at the date of issuance.



During the year the company entered into $600 million and $60 million
multi-currency revolving credit facilities as back stop for the #600 million
multi-currency ECP programme. Both facilities are 364 day facilities, although
the company has term out options of 18 and 12 months respectively. At 31
December 2002 neither facility was drawn.



The Floating Rate Notes consist of a #45 million note repayable on 31 December
2010 with the holders having the option to elect for early redemption every six
months, a $20 million note repayable by 17 September 2004 and a $10.5 million
note repayable on 18 January 2005.



The term loan of #30 million (R414 million) is repayable on 30 April 2003.



Amounts owed to credit institutions bear interest at variable rates except for a
Euro400 million note. The Old Mutual plc Euro400 million Euro Notes due 2007 were
issued on 10 April 2002. The capital and interest on the notes were immediately
swapped into US Dollars and used to repay existing debt.




8(a) Convertible loan stock

(i) Insurance and other assets

On 2 May 2001, Old Mutual Finance (Cayman Islands) Limited, a 100 per cent.
owned subsidiary of the Group, issued US$650 million 3.625 per cent. Convertible
Bonds, which are guaranteed by and convertible into the ordinary shares of Old
Mutual plc at a conversion price of 190p per share at an exchange rate of one US
dollar to 69.52p sterling. The bonds are repayable on 2 May 2005 with the bond
holders having the option to elect for redemption on 2 May 2003.



(ii) Banking

The banking unsecured loan stock was acquired with BoE. It is denominated in
South African Rand, has an interest rate of 18.1 per cent. and is repayable at
the discretion of the borrower.





9    POST BALANCE SHEET EVENTS

There have been no significant events between the balance sheet date and 24
February 2003.


Achieved Profits Basis Supplementary Information
for the year ended 31 December 2002



1      CONSOLIDATED PROFIT AND LOSS ACCOUNT ON AN ACHIEVED PROFITS BASIS FOR THE YEAR ENDED 31 DECEMBER 2002

                                                                           #m                Rm
                                                                           Year   Year       Year to Year to
                                                                           to     to         31 Dec  31 Dec
                                                                           31 Dec 31 Dec     2002    2001
                                                                           2002   2001

South Africa
    Life assurance                                                         418    588        6,605   7,297
    Asset management                                                       28     37         441     458
    Banking                                                                165    290        2,605   3,593
    General insurance                                                      35     46         556     570
                                                                           646    961        10,207  11,918
United States
    Life assurance                                                         138    17         2,182   220
    Asset management                                                       95     116        1,500   1,437
                                                                           233    133        3,682   1,657
United Kingdom and Rest of World
    Life assurance                                                         5      (5)        73      (51)
    Asset management                                                       2      (3)        31      (38)
    Banking                                                                56     79         884     979
                                                                           63     71         988     890
                                                                           942    1,165      14,877  14,465
Other shareholders' income / (expenses)                                    (22)   (29)       (347)   (359)
Debt service costs                                                         (58)   (67)       (916)   (830)
Write-down of strategic investments                                        -      (21)       -       (260)
Operating profit based on a long term investment return before goodwill    862    1,048      13,614  13,016
amortisation and impairment, write-down of investment in Dimension Data
Holdings plc and Nedcor restructuring and integration costs
Goodwill amortisation and impairment                                       (120)  (632)      (1,895) (7,832)
Write-down of investment in Dimension Data Holdings plc                    (68)   (269)      (1,080) (3,334)
Nedcor restructuring and integration costs                                 (14)              (227)
Short term fluctuations in investment return (including economic
assumption changes)
    Life assurance                                                         (338)  178        (5,340) 2,205
    Other                                                                  (9)    22         (128)   272
Impact of Capital Gains Tax (CGT)                                          -      (78)       -       (969)
Operating profit on ordinary activities before tax                         313    269        4,944   3,358
Non-operating items                                                        (26)   -          (409)   -
Profit on ordinary activities before tax                                   287    269        4,535   3,358
Tax on profit on ordinary activities                                       (190)  (371)      (2,998) (4,600)
Profit / (loss) on ordinary activities after tax                           97     (102)      1,537   (1,242)
Minority interests                                                         (44)   (26)       (695)   (322)
Profit / (loss) for the financial year                                     53     (128)      842     (1,564)
Dividends paid and proposed                                                (176)  (172)      (2,556) (2,606)
Retained loss for the financial year                                       (123)  (300)      (1,714) (4,170)


Earnings per share - achieved profits basis                                           p                  c

Operating earnings per share                                               14.1   15.4       222.8   190.8
Basic earnings / (loss) per share                                          1.4    (3.6)      22.9    (44.1)


Weighted average number of shares - millions                               3,670  3,550      3,670   3,550




Achieved Profits Basis Supplementary Information
for the year ended 31 December 2002 (continued)



2      CONSOLIDATED BALANCE SHEET ON AN ACHIEVED PROFITS BASIS AS AT 31 DECEMBER 2002

                                                                     #m                      Rm
                                                                     At        At            At         At
                                                                     31 Dec    31 Dec        31 Dec     31 Dec
                                                                     2002      2001          2002       2001

Assets:
    Intangible assets (goodwill)                                     1,598     1,580         22,075     27,537
    Insurance and other assets                                       26,593    31,915        367,358    556,232
    Banking assets                                                   21,377    11,309        295,291    197,099
    Total long term in-force business asset                          640       597           8,843      10,397
    Total assets                                                     50,208    45,401        693,567    791,265

Liabilities:
    Achieved profits equity shareholders' funds                      3,426     3,067         47,329     53,442
    Minority interests                                               927       565           12,808     9,847
    Subordinated liabilties                                          18        22            249        383
    Insurance and other liabilities                                  25,602    31,292        353,666    545,377
    Banking liabilities                                              20,235    10,455        279,515    182,216
    Total liabilities                                                50,208    45,401        693,567    791,265

Reconciliation of total long term in-force business asset:
    Value of in-force business                                       1,089     881           15,045     15,350
    Adjustment for discounting CGT                                   -         17            (6)        298
    OMI life subsidiaries statutory solvency adjustment              (18)      (17)          (242)      (303)
    OMUSL statutory solvency adjustment                              (431)     (284)         (5,954)    (4,948)
    Total long term in-force business asset                          640       597           8,843      10,397







3      CONSOLIDATED STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES ON AN ACHIEVED PROFITS BASIS FOR THE YEAR ENDED 31   
       DECEMBER 2002

                                                                           #m                 Rm
                                                                           Year   Year to     Year to Year to
                                                                           to     31 Dec      31 Dec  31 Dec
                                                                           31 Dec 2001        2002    2001
                                                                           2002

Profit / (loss) for the financial year                                     53     (128)       842     (1,564)
Foreign exchange movements                                                 442    (1,277)     (5,034) 4,622
Total recognised gains and losses for the year                             495    (1,405)     (4,192) 3,058




Achieved Profits Basis Supplementary Information
for the year ended 31 December 2002 (continued)



4      RECONCILIATION OF MOVEMENTS IN THE CONSOLIDATED ACHIEVED PROFITS EQUITY SHAREHOLDERS' FUNDS FOR THE YEAR ENDED 31
       DECEMBER 2002


                                                                           #m                 Rm
                                                                           Year   Year to     Year to Year to
                                                                           to     31 Dec      31 Dec  31 Dec
                                                                           31 Dec 2001        2002    2001
                                                                           2002

Total recognised gains and losses for the year                             495    (1,405)     (4,192) 3,058
Dividends paid and proposed                                                (176)  (172)       (2,556) (2,606)
                                                                           319    (1,577)     (6,748) 452

Issue of new capital                                                       39     -           619     -
Issue of new capital in connection with the acquisition of Fidelity &      -      203         -       2,690
Guaranty Life
Shares issued under option schemes                                         1      5           16      61
Proceeds from sale of shares previously held to satisfy claims and errors  -      3           -       37
on demutualisation

Net increase / (decrease) in achieved profits equity shareholders' funds   359    (1,366)     (6,113) 3,240

Achieved profits equity shareholders' funds at the beginning of the year   3,067  4,433       53,442  50,202

Achieved profits equity shareholders' funds at the end of the year         3,426  3,067       47,329  53,442





5    BASIS OF PREPARATION

These supplementary financial statements have been prepared in accordance with
the methodology for supplementary reporting for long term insurance business
(the achieved profits method) issued in December 2001 by the Association of
British Insurers.



These supplementary financial statements have been audited by KPMG Audit Plc and
prepared in conjunction with our consulting actuaries Tillinghast-Towers Perrin.



The objective of the achieved profits method is to recognise profit as it is
earned arising from contracts of long term insurance business. The methodology
is based on an attribution of the assets of a life insurance company between
those backing long term insurance contracts (backing assets) and the residual
assets representing unencumbered capital.



The backing assets cover :

(i)             the long term liabilities calculated in accordance with local
supervisory requirements; and

(ii)            the solvency capital requirements in each country (or equivalent
where there is no local requirement).



Under the achieved profits method the profits of the long term insurance
business comprise:

(i)             the cash transfers to the residual assets from the backing
assets as determined following the statutory valuation;

(ii)            the movement over the accounting period in the present value of
the expected future cash flows to the residual assets from contracts in-force at
the balance sheet date and their backing assets; and

(iii)           the return on the residual assets.



Shareholder profit arises fundamentally from:

(i)             the difference between (a) the amounts charged to policyholders
for guarantees, expenses and insurance and (b) the
                actual experience in respect of these items; and

(ii)            the investment return earned on capital.



In addition for the United States business, the guarantees for interest credited
to policyholder funds are reset periodically. The assumed future credited
interest rates are consistent with investment earnings made and in line with
recent company policy. The United States business is included from the effective
acquisition date of 1 July 2001.



The treatment within these supplementary statements of all businesses other than
life assurance is unchanged from the primary financial statements. The
requirements of FRS19, Deferred Tax, have been complied with for both 2001 and
2002.


Achieved Profits Basis Supplementary Information
for the year ended 31 December 2002 (continued)



6      COMPONENTS OF ACHIEVED PROFITS EQUITY SHAREHOLDERS' FUNDS


                                                                    #m                      Rm
                                                                    At        At            At         At
                                                                    31 Dec    31 Dec        31 Dec     31 Dec
                                                                    2002      2001          2002       2001

Shareholders' adjusted net worth                                    2,337     2,186         32,284     38,092

Equity shareholders' funds                                          2,786     2,470         38,486     43,045
Adjustment to include OMI life subsidiaries on a statutory solvency (18)      (17)          (242)      (303)
basis
Adjustment to include OMUSL on a statutory solvency basis           (431)     (284)         (5,954)    (4,948)
Adjustment for discounting CGT                                      -         17            (6)        298

Value of in-force business                                          1,089     881           15,045     15,350

Value of in-force business before cost of solvency capital          1,195     964           16,506     16,803
Cost of solvency capital                                            (106)     (83)          (1,461)    (1,453)

Achieved profits equity shareholders' funds                         3,426     3,067         47,329     53,442

Pro-forma adjustment to bring listed subsidiaries to market value
    Achieved profits equity shareholders' funds                     3,426     3,067         47,329     53,442
    Adjustment to bring listed subsidiaries to market value         502       455           6,938      7,922
    Adjusted embedded value                                         3,928     3,522         54,267     61,364



The achieved profits equity shareholders' funds are the sum of the shareholders'
adjusted net worth and the value of in-force business. Old Mutual plc's adjusted
net worth comprises the assets backing the solvency capital, the residual assets
in the life insurance companies and the other net assets of the Group. The value
of in-force is the present value of the expected future cash flows to the
residual assets from contracts in-force at the balance sheet date and their
backing assets less the amount of the solvency capital.



The shareholders' adjusted net worth is equal to the consolidated equity
shareholders' funds adjusted to reflect:

(i)             the Old Mutual International (OMI) and Old Mutual US life
assurance (OMUSL) subsidiaries on a statutory solvency basis. The adjusted net
worth also includes goodwill relating to OMUSL of #74 million (R1,022 million)
at 31 December 2002 and #65 million (R1,133 million) at 31 December 2001;

(ii)            the difference between the face value and discounted value of
accrued Capital Gains Tax on South African shareholders' funds. The value of
in-force has been restated as this adjustment was previously included in the
value of in-force.



All non-life subsidiaries are included at net asset value plus goodwill (as
reflected in the primary financial statements) in the achieved profits
shareholders' funds. A pro forma adjustment to include listed subsidiaries at
market value has been provided separately.



The table below sets out a geographical analysis of the value of in-force
business.


                                                                    #m                      Rm
                                                                    At        At            At         At
                                                                    31 Dec    31 Dec        31 Dec     31 Dec
                                                                    2002      2001          2002       2001

South Africa                                                        682       527           9,419      9,176

Individual business                                                 417       325           5,751      5,653
Group business                                                      265       202           3,668      3,523

United States                                                       341       271           4,712      4,722
United Kingdom and Rest of World                                    66        83            914        1,452

Value of in-force business                                          1,089     881           15,045     15,350


Achieved Profits Basis Supplementary Information
for the year ended 31 December 2002 (continued)



6      COMPONENTS OF ACHIEVED PROFITS EQUITY SHAREHOLDERS' FUNDS CONTINUED

The encumbered and unencumbered capital as at 31 December 2002 and 31 December
2001 is shown in the table below.


                                                                    #m                      Rm
                                                                    At        At            At         At
                                                                    31 Dec    31 Dec        31 Dec     31 Dec
                                                                    2002      2001          2002       2001

South Africa                                                        1,139     1,000         15,739     17,414

Encumbered capital                                                  1,008     729           13,925     12,697
Unencumbered capital                                                131       271           1,814      4,717

United States                                                       355       206           4,904      3,591

Encumbered capital                                                  155       92            2,144      1,605
Unencumbered capital                                                200       114           2,760      1,986



For South Africa the average unencumbered capital applicable for the year ended
31 December 2002 and the year ended December 2001 was #160 million (R2,524
million) and #139 million (R1,722 million) respectively. These average figures
were used to determine the expected return on the unencumbered capital.




Achieved Profits Basis Supplementary Information
for the year ended 31 December 2002 (continued)



7      SEGMENTAL ANALYSIS OF RESULTS


                                  #m                                       Rm
                                  South    United   UK & Rest Total        South     United   UK & Rest Total
                                  Africa   States   of World               Africa    States   of World

Year to 31 December 2002
New business contribution         114      80       3         197          1,806     1,261    42        3,109
Profits from existing business
    Expected return on in-force   150      35       6         191          2,367     561      100       3,028
business
    Expected return on encumbered 113      6        4         123          1,778     98       63        1,939
    capital
    Experience variances          36       -        (10)      26           569       (3)      (160)     406
    Operating assumption changes  (17)     (9)      2         (24)         (268)     (141)    28        (381)
    Risk margin changes           -        18       -         18           -         284      -         284
Expected return on unencumbered   22       8        -         30           353       122      -         475
capital
Life assurance operating profit   418      138      5         561          6,605     2,182    73        8,860
before tax
Investment return variances
    On value of in-force          (87)     (25)     (2)       (114)        (1,381)   (396)    (23)      (1,800)
    On capital                    (250)    (4)      (14)      (268)        (3,950)   (60)     (221)     (4,231)
Effect of economic assumption     24       19       1         44           371       303      17        691
changes
Life assurance achieved profits   105      128      (10)      223          1,645     2,029    (154)     3,520
before tax
Attributed tax                    (68)     (32)     -         (100)        (1,067)   (508)    -         (1,575)
Life assurance achieved profits   37       96       (10)      123          578       1,521    (154)     1,945
after tax


Year to 31 December 2001
New business contribution         109      19       3         131          1,350     244      42        1,636
Profits from existing business
    Expected return on in-force   191      20       13        224          2,369     250      160       2,779
business
    Expected return on encumbered 147      3        5         155          1,820     35       62        1,917
    capital
    Experience variances          42       (15)     2         29           525       (189)    26        362
    Operating assumption changes  3        -        (9)       (6)          39        -        (110)     (71)
    Risk margin changes           77       -        -         77           953       -        -         953
Development costs                 -        (13)     (19)      (32)         -         (161)    (231)     (392)
Expected return on unencumbered   19       3        -         22           241       41       -         282
capital
Life assurance operating profit   588      17       (5)       600          7,297     220      (51)      7,466
before tax
Investment return variances
    On value of in-force          50       8        (3)       55           617       100      (34)      683
    On capital                    40       (13)     15        42           492       (172)    186       506
Effect of economic assumption     64       11       6         81           799       139      78        1,016
changes
Impact of Capital Gains Tax       (78)     -        -         (78)         (969)     -        -         (969)
Life assurance achieved profits   664      23       13        700          8,236     287      179       8,702
before tax
Attributed tax                    (211)    (6)      (11)      (228)        (2,626)   (71)     (136)     (2,833)
Life assurance achieved profits   453      17       2         472          5,610     216      43        5,869
after tax




Achieved Profits Basis Supplementary Information
for the year ended 31 December 2002 (continued)



7      SEGMENTAL ANALYSIS OF RESULTS CONTINUED

The new business contribution is the value of new business written during the
period, determined initially at the point of sale, and then accumulated to the
end of the period by applying the discount rate to the value of new business at
the point of sale and adding back the expected cost of solvency capital between
the point of sale and the end of the period.



The expected return on the in-force business is determined by applying the
discount rate to the value of in-force business at the beginning of the period
and adding back the expected cost of solvency capital over the period.



The expected return on encumbered capital is determined by applying the equity
return assumption at the previous year end to the opening solvency capital.



The experience variances arise in the period due to differences between the
actual experience and the assumptions used to calculate the value at the start
of the period. The amount under operating assumption changes reflects revised
expectations of future experience. The risk margin change for December 2001
reflects a 0.5% reduction in the South African risk margin. The risk margin
change for December 2002 reflects a 0.5% reduction in the United States risk
margin. The United States risk margin was reviewed in line with the United
States market practice. The investment assumptions are shown in section 9.



Expected return on the unencumbered capital for South Africa is 14% of the
unencumbered capital and 7% for the United States. The unencumbered capital is
the life capital in excess of the solvency capital referred to previously. For
South Africa, the life capital is an average value of investible shareholders'
assets, excluding subsidiaries eliminated on consolidation, adjusted for net
fund flow. Investment return variances consist of two components: investment
variances on the value in-force which represent the differences between the
actual returns in the period and the assumptions used to calculate the value at
the start of the period; and short term fluctuations of investment return on the
life capital.



Effect of economic assumption changes represents the impact of interest rate
changes. The impact of changes to the differentials between the various
investment and economic assumptions are also included. However, the risk margin
changes for December 2001 and December 2002, referred to previously, are
included under profits from existing business (risk margins changes). The
investment assumptions are shown in section 9.



The impact of CGT relates to the change in the cost of capital as at 31 December
2001 as a result of the introduction of capital gains tax in South Africa in
October 2001. This is a one-off item as going forward the impact of capital
gains tax is allowed for in the calculation of the value of in-force business.
The segmental results for the United States include the operating profits
generated by Old Mutual Reassurance in Ireland, a subsidiary of Old Mutual plc,
which provides reinsurance to the United States life companies.



The difference between the total tax charge shown in the above segmental
analysis, and the total tax charge shown in the profit and loss account in
section 1, represents the tax charge on the non-life assurance businesses as
shown in the primary financial statements.


                                                                                         #m             Rm

Year to 31 December 2002
Tax on life assurance achieved profits
    South Africa - value of in-force                                                     80             1,264
                 - capital                                                               (12)           (197)
    United States                                                                        32             508
    United Kingdom and Rest of World                                                     -              -
                                                                                         100            1,575
Tax on non-life assurance businesses                                                     90             1,423
Tax on profit of ordinary activities                                                     190            2,998

Year to 31 December 2001
Tax on life assurance achieved profits
    South Africa - value of in-force                                                     200            2,490
                 - capital                                                               11             136
    United States                                                                        6              71
    United Kingdom and Rest of World                                                     11             136
                                                                                         228            2,833
Tax on other businesses                                                                  143            1,767
Tax on profit of ordinary activities                                                     371            4,600


Achieved Profits Basis Supplementary Information
for the year ended 31 December 2002 (continued)



8    VALUE OF NEW BUSINESS

The tables below set out a geographical analysis of the value of new business
(VNB) for the year to 31 December 2002 and the year to 31 December 2001. United
States new business numbers for 2001 are in respect of second six months only.
New business profitability (as measured by the ratio of the value of new
business to the Annual Premium Equivalent) is also shown. Annual Premium
Equivalent (APE) is calculated as recurring premiums (RP) plus 10% of single
premiums (SP).



The value of new business is grossed up to the pre-tax level. The assumptions
and tax rates used to calculate the value of new business are set out in section
9.


                                 For the year to                         For the year to  
                                 31 December 2002                        31 December 2002
                           RP       SP       APE      VNB         Margin      RP       SP       APE      VNB
                           #m       #m       #m       #m                      Rm       Rm       Rm       Rm

South Africa               134      1,014    235      114         49%         2,104    16,009   3,705    1,806

Individual business        115      546      170      53          31%         1,808    8,624    2,670    841
Group business             19       468      65       61          93%         296      7,385    1,035    965

United States              37       2,629    300      80          27%         586      41,500   4,736    1,261
UK & Rest of World         12       104      22       3           12%         186      1,641    350      42

Total                      183      3,747    557      197         36%         2,876    59,150   8,791    3,109


                           For the year to 31 December 2001                   For the year to 31 December 2001
                           RP       SP       APE      VNB         Margin      RP       SP       APE      VNB
                           #m       #m       #m       #m                      Rm       Rm       Rm       Rm

South Africa               140      1,142    254      109         43%         1,728    14,143   3,142    1,350

Individual business        120      792      199      66          33%         1,486    9,812    2,467    813
Group business             20       350      55       43          80%         242      4,331    675      537

United States*             26       578      84       19          22%         349      7,719    1,121    244
UK & Rest of World         12       106      23       3           15%         151      1,323    283      42

Total                      178      1,826    361      131         36%         2,228    23,185   4,547    1,636



* United States new business for 6 months only




The value of new business after tax is shown in the tables below.


                           For the year to 31 December 2002                   For the year to 31 December 2002
                           RP       SP       APE      VNB         Margin      RP       SP       APE      VNB
                           #m       #m       #m       #m                      Rm       Rm       Rm       Rm

South Africa               134      1,014    235      71          30%         2,104    16,009   3,705    1,124

Individual business        115      546      170      33          20%         1,808    8,624    2,670    524
Group business             19       468      65       38          58%         296      7,385    1,035    600

United States              37       2,629    300      56          19%         586      41,500   4,736    883
UK & Rest of World         12       104      22       3           12%         186      1,641    350      42

Total                      183      3,747    557      130         23%         2,876    59,150   8,791    2,049




Achieved Profits Basis Supplementary Information
for the year ended 31 December 2002 (continued)



8    VALUE OF NEW BUSINESS CONTINUED


                           For the year to 31 December 2001                   For the year to 31 December 2001
                           RP       SP       APE      VNB         Margin      RP       SP       APE      VNB
                           #m       #m       #m       #m                      Rm       Rm       Rm       Rm

South Africa               140      1,142    254      68          27%         1,728    14,143   3,142    840

Individual business        120      792      199      41          21%         1,486    9,812    2,467    506
Group business             20       350      55       27          49%         242      4,331    675      334

United States*             26       578      84       13          15%         349      7,719    1,121    171
UK & Rest of World         12       106      23       3           15%         151      1,323    283      42

Total                      178      1,826    361      84          23%         2,228    23,185   4,546    1,053



* United States new business for 6 months only



The value of new individual unit trust and some group market-linked business
written by the life companies is excluded, as the profits on this business arise
in the asset management subsidiaries. It also excludes premium increases arising
from indexation arrangements in respect of existing business, as these are
already included in the value of in-force business. The premiums shown for the
United States exclude reinsurance ceded externally.



The increase in the margin for South Africa occurred because a higher proportion
of Group Business with-profit annuities was sold.



A reconciliation of the new business premiums shown in the notes to the
financial statements to those shown above, for the year ended 31 December 2002,
is set out below.


                                                                    #m                       Rm
Year to 31 December 2002                                            Recurring  Single        Recurring  Single
                                                                    premiums   premiums      premiums   premiums

New business premiums in the notes to the financial statements      219        4,003         3,444      63,187
Less:
    United States reinsurance ceded externally                      (36)       (4)           (568)      (62)
    Group market-linked business not valued                         -          (185)         -          (2,921)
    Unit trust business not valued                                  -          (64)          -          (1,007)
    Selestia business not valued                                    -          (3)           -          (47)

New business premiums as per achieved profits supplementary         183        3,747         2,876      59,150
statements


Achieved Profits Basis Supplementary Information
for the year ended 31 December 2002 (continued)



9      ASSUMPTIONS

The principal assumptions used in the calculation of the value of in-force
business and the value of new business are set out below.



*        The pre-tax investment and economic assumptions used for South African
and United States businesses were as follows:


South Africa                                                                                  31 Dec     31 Dec
                                                                                              2002       2001

Fixed interest return                                                                         11.0%      12.0%
Equity return                                                                                 13.0%      14.0%
Property return                                                                               12.0%      13.0%
Inflation                                                                                     7.0%       8.0%
Risk discount rate                                                                            13.5%      14.5%


United States                                                                                 31 Dec     31 Dec
                                                                                              2002       2001

Treasury yield                                                                                4.0%       5.0%
Inflation                                                                                     3.0%       3.0%
New money yield assumed                                                                       6.0%       6.6%
Net portfolio earned rate                                                                     7.2%       7.3%
Risk discount rate                                                                            8.0%       9.5%



*        For the other operations, appropriate investment and economic
assumptions were chosen on bases consistent with those adopted in South Africa.

        (i)     Where applicable, rates of future bonuses have been set at
levels consistent with the investment return
                assumptions.

        (ii)    Projected company taxation is based on the current tax basis
that applies in each country.



*      For the South African business full allowance has been made for Secondary
Tax on Companies that may be payable in South Africa. Full account has been
taken of the impact of CGT introduced in South Africa with effect from 1 October
2001. It has been assumed that 10% of the equity portfolio (excluding group
subsidiaries) will be traded each year. For the United States business full
allowance has been made for existing tax attributes of the companies, including
the use of existing carry forwards and preferred tax credit investments.
Achieved profits results are initially calculated on an after tax basis and are
then grossed up to the pre-tax level for presentation in the profit and loss
account and the segmental analysis of results. The tax rates used were the
effective corporation tax rates of 37.8% for South African business (December
2001: 37.8%), 30% for United States business (December 2001: 30%) and 0% for
United Kingdom and Rest of World (December 2001: 0%) except for the investment
return on capital for which the attributed tax was derived from the primary
accounts.


*      The assumed future mortality, morbidity and voluntary discontinuance
rates have been based as far as possible on analyses of recent operating
experience. Allowance has been made where appropriate for the effect of expected
AIDS-related claims.


*      The management expenses attributable to life assurance business have been
analysed between expenses relating to the acquisition of new business and the
maintenance of business in-force. Assumed future expenses were based on levels
experienced up to 31 December 2002. The future expenses attributable to life
assurance business do not include Group holding company expenses.


*      Material development costs are disclosed separately in 2001. No allowance
has been made for future development costs.


*        Future investment expenses were based on the current scales of fees
payable by the life assurance companies to the asset management subsidiaries. To
the extent that these fees include profit margins for the asset management
subsidiaries, these margins have not been included in the value of in-force
business or the value of new business.






Achieved Profits Basis Supplementary Information
for the year ended 31 December 2002 (continued)



9      ASSUMPTIONS CONTINUED

*      The effect of increases in premiums over the period for policies in-force
at 31 December 2002 and at 31 December 2001 has been included in the value of
in-force business only where such increases are associated with indexation
arrangements. Other increases in premiums of existing policies are included in
the value of new business.


*      New schemes written on which recurring single premiums are expected to be
received on a regular basis are treated as new business. The annualised premium
is recognised as recurring premium new business at inception of the scheme and
is determined by annualising the actual premiums received during the year in
question. Subsequent recurring single premiums received in future years are not
treated as new business, as these have already been provided for in calculating
the value of in-force business.


*        The value of in-force and value of new business is sensitive to changes
in various economic and non-economic assumptions. The sensitivities of the value
of in-force and value of new business to changes in key assumptions are set out
in section 9.



*        Conversions between Rand, US Dollar and Sterling were carried out at
the following exchange rates:


                                                                                  Rand per   US$ per    Rand per
                                                                                  Sterling   Sterling   US$

At 31 December 2002                                                               13.8141    1.6105     8.5775
At 31 December 2001                                                               17.4286    1.4542     11.9850
Year to 31 December 2002 (average)                                                15.7878    1.5030     10.5042
Year to 31 December 2001 (average)                                                12.3923    1.4405     9.2670








Achieved Profits Basis Supplementary Information
for the year ended 31 December 2002 (continued)



10      ALTERNATIVE ASSUMPTIONS

The tables below for South Africa and the United States show the sensitivity of
the value of in-force at 31 December 2002 and the value of new business for the
year ended 31 December 2002 to changes in key assumptions. For each sensitivity
illustrated, all other assumptions have been left unchanged.



The sensitivity of the adjustment for discounting CGT, which is included in the
shareholders' adjusted net worth, to changes in the central discount rate is not
material and is not included in the table below.
                                                                     #m                      Rm
South Africa                                                         Value of  Value of      Value of  Value of
                                                                     in-force  new life      in-force  new life
                                                                     business  business      business  business
                                                                     at 31 Dec at 31 Dec     at 31 Dec at 31 Dec
                                                                     2002      2002          2002      2002

Central assumptions                                                  682       114           9,419     1,806

    Value before cost of solvency capital                            763       123           10,545    1,950
    Cost of solvency capital                                         (81)      (9)           (1,126)   (144)

Effect of:

Central discount rate +1%                                            586       100           8,090     1,582

    Value before cost of solvency capital                            722       115           9,971     1,821
    Cost of solvency capital                                         (136)     (15)          (1,881)   (239)

Central discount rate -1%                                            790       130           10,920    2,056

    Value before cost of solvency capital                            809       132           11,187    2,093
    Cost of solvency capital                                         (19)      (2)           (267)     (37)

Decreasing the pre-tax investment return assumptions by 1% with      592       103           8,184     1,626
bonus rates changing commensurately

    Value before cost of solvency capital                            734       118           10,150    1,868
    Cost of solvency capital                                         (142)     (15)          (1,966)   (241)


Voluntary discontinuance rates increasing by 25%                     651       100           8,989     1,584

Maintenance expense levels increasing by 20% with no corresponding   613       105           8,464     1,653
increase in policy charges

Increasing the inflation assumption by 1%                            672       112           9,278     1,769




Achieved Profits Basis Supplementary Information
for the year ended 31 December 2002 (continued)



10      ALTERNATIVE ASSUMPTIONS CONTINUED
                                                                     #m                      Rm
United States                                                        Value of  Value of      Value of  Value of
                                                                     in-force  new life      in-force  new life
                                                                     business  business      business  business
                                                                     at 31 Dec at 31 Dec     at 31 Dec at 31 Dec
                                                                     2002      2002          2002      2002

Central assumptions                                                  341       80            4,712     1,261

    Value before cost of solvency capital                            364       94            5,029     1,490
    Cost of solvency capital                                         (23)      (14)          (317)     (229)

Effect of:

Central discount rate +1%                                            317       72            4,374     1,135

    Value before cost of solvency capital                            344       89            4,753     1,408
    Cost of solvency capital                                         (27)      (17)          (379)     (273)

Central discount rate -1%                                            368       89            5,084     1,401

    Value before cost of solvency capital                            386       100           5,332     1,579
    Cost of solvency capital                                         (18)      (11)          (248)     (178)

Decreasing the pre-tax investment return assumptions by 1% with      345       81            4,765     1,281
credited rates changing commensurately

    Value before cost of solvency capital                            367       95            5,074     1,504
    Cost of solvency capital                                         (22)      (14)          (309)     (223)


Voluntary discontinuance rates increasing by 25%                     316       74            4,362     1,166

Maintenance expense levels increasing by 20% with no corresponding   331       77            4,566     1,219
increase in policy charges

Increasing the inflation assumption by 1%                            341       80            4,705     1,260

Increasing Risk Based Capital to 200%, with 1% reduction in central  344       78            4,752     1,232
discount rate

    Value before cost of solvency capital                            380       100           5,249     1,579
    Cost of solvency capital                                         (36)      (22)          (497)     (347)



--------------------------


(1) Operating profit is based on a long term investment return, before goodwill
amortisation and impairment, write-down of investment in Dimension Data Holdings
plc, Nedcor restructuring and integration costs and non-operating items.
Operating earnings per share are stated on the same basis, but after tax and
minority interests.


(1)Operating profit is based on a long term investment return, before goodwill
amortisation and impairment, write-down of investment in Dimension Data Holdings
plc, Nedcor restructuring and integration costs and non-operating items.
Operating earnings per share are stated on the same basis, but after tax and
minority interests.


(2) Debt from the Group's insurance and asset management activities, net of cash
and short term investments which are immediately available to repay debt.


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