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					Notes to the Financial Statements


1    Net income from properties
                                                                                            1998                      1997
                                                                                            US$m                      US$m

     Net income from properties comprises
         Net rental income                                                                447.0                      490.5
         Property trading                                                                   2.1                        5.5

                                                                                          449.1                      496.0

2    Share of results of associates and joint ventures
                                                                                            1998                      1997
                                                                                            US$m                      US$m

     Connaught Investors                                                                     9.6                       9.1
     Joint ventures                                                                          1.9                       1.9
     Goodwill                                                                               (0.6)                     (5.1)

                                                                                            10.9                       5.9


3    Other income
                                                                                            1998                      1997
                                                                                            US$m                      US$m

     Sale of investments
         Unlisted                                                                             2.8                        -
         Listed                                                                                 -                      1.0
     Income from investments
         Unlisted                                                                             0.4                      0.3
         Listed                                                                               0.2                      0.5

                                                                                              3.4                      1.8

4    Net financing charges
                                                                                            1998                      1997
                                                                                            US$m                      US$m

     Interest payable on
         Bank loans and overdrafts                                                        (111.3)                (101.9)
         Other borrowings                                                                  (21.7)                 (20.9)

     Total interest payable                                                               (133.0)                (122.8)
     Interest receivable                                                                    96.9                  104.7

     Net interest payable                                                                  (36.1)                    (18.1)
     Interest capitalised                                                                   19.1                      14.5

     Net interest                                                                          (17.0)                     (3.6)
     Commitment and other fees                                                              (0.5)                     (7.2)

                                                                                           (17.5)                    (10.8)

5    Exceptional items
                                                                                            1998                      1997
                                                                                            US$m                      US$m

     Provision against development properties                                             190.0                          -
     Other asset provisions and write-offs                                                 57.6                       15.0

                                                                                          247.6                       15.0


     Exceptional items after taxation and minority interests amounted to US$244.0 million (1997: US$15.0 million).
Notes to the Financial Statements
continued




6      Profit before taxation and net operating assets
                                                                              1998      1997
                                                                              US$m      US$m

       By activity:

       Profit before taxation

       Property                                                             332.0     377.8
       Connaught Investors                                                    9.6       9.1
       Infrastructure                                                         0.8      (4.0)
       Others*                                                               77.1      81.4

                                                                            419.5     464.3
       Exceptional items                                                   (247.6)    (15.0)

                                                                            171.9     449.3

       Net operating assets

       Property                                                            3,777.0   7,697.3
       Connaught Investors                                                   226.9     215.6
       Infrastructure                                                         81.8      74.3
       Others*                                                               838.3     847.9

                                                                           4,924.0   8,835.1

       By geographical area:

       Profit before taxation

       Hong Kong and Mainland China                                         333.3     374.2
       Southeast Asia                                                        (0.2)      0.4
       Elsewhere*                                                            86.4      89.7

                                                                            419.5     464.3
       Exceptional items                                                   (247.6)    (15.0)

                                                                            171.9     449.3

       Net operating assets

       Hong Kong and Mainland China                                        3,825.2   7,613.0
       Southeast Asia                                                         36.0     162.4
       Elsewhere*                                                          1,062.8   1,059.7

                                                                           4,924.0   8,835.1


       * Mainly bank balances and other liquid funds and income thereon.
Notes to the Financial Statements
continued




7      Taxation
                                                                                                  1998
                                                                                                  US$m

       Current tax
       Company and subsidiaries
          Hong Kong                                                                              46.2
          Southeast Asia                                                                          0.1
                                                                                                 46.3
       Associates and joint ventures
           Hong Kong                                                                               0.1
           Mainland China                                                                          0.1
           Connaught Investors                                                                     0.1
                                                                                                   0.3

                                                                                                 46.6
       Deferred tax
       Hong Kong subsidiaries
          Reversal of temporary differences                                                        2.0
          Utilisation of tax losses                                                                1.6
          Change in tax rate                                                                       0.1
                                                                                                   3.7

                                                                                                 50.3


       Reconciliation of taxation and profit

       Tax at the applicable tax rate                                                             1.7
       Exceptional items not deductible in determining taxable profit                            51.4
       Expenses not deductible in determining taxable profit                                      0.5
       Other income not subject to tax                                                           (3.8)
       Losses not recognised                                                                      0.4
       Release of overprovision in prior years                                                      -
       Change in tax rate                                                                         0.1

                                                                                                 50.3


       Taxation on profits is provided at the rates of taxation prevailing in the territories in which the Group operates.

       The applicable tax rate represents the weighted average of the rates of taxation prevailing in the territories in
       which the Group operates.
                                        1997
                                        US$m




                                        54.0
                                         0.3
                                        54.3


                                         0.1
                                           -
                                         0.1
                                         0.2

                                        54.5



                                         0.3
                                         2.0
                                           -
                                         2.3

                                        56.8




                                        62.0
                                           -
                                         0.4
                                        (4.0)
                                         1.0
                                        (2.6)
                                           -

                                        56.8


ritories in which the Group operates.

tion prevailing in the territories in
Notes to the Financial Statements
continued




8      Dividends
                                                                                            1998                    1997
                                                                                            US$m                    US$m


       Interim             - US¢3.50 per share (1997: US¢3.50 per share)                    88.3                    91.8
       Final (proposed)    - US¢5.50 per share (1997: US¢8.50 per share)                   138.8                   215.7
       Overprovision of dividend for prior year                                             (1.0)                      -

                                                                                           226.1                   307.5




9      Earnings per share
                                                                                            1998                    1997
                                                                                            US$m                    US$m


       Profit after taxation and minority interests for calculation of
          earnings per share                                                               125.6                   392.4
       Exceptional items                                                                   244.0                    15.0
       Adjusted earnings for calculation of earnings per share
         excluding exceptional items                                                       369.6                   407.4




                                                                                       Millions                 Millions
                                                                                       of Shares                of Shares


       Weighted average number in issue                                                  2,594.4                 2,681.9
       Own shares held                                                                     (69.6)                  (69.6)
       Number used to compute earnings per share and earnings
         per share excluding exceptional items                                           2,524.8                 2,612.3


       The convertible bonds were anti-dilutive and therefore ignored in calculating diluted earnings per share. As a
       result, earnings per share and diluted earnings per share were the same.
Notes to the Financial Statements
continued




10   Tangible assets
                                            Investment properties        Development           Other      Other
                                          Long leases    Short leases      properties      properties     assets         Total
                                                US$m            US$m            US$m          US$m        US$m          US$m
     1998
     Net book value at 1st January          8,068.0             54.1         1,022.9           13.8        2.8       9,161.6
     Exchange translation differences           2.2                -             2.3              -          -           4.5
     Additions                                 21.6                -            92.0              -        0.9         114.5
     Depreciation                                 -             (4.7)              -           (0.2)      (0.7)         (5.6)
     Net revaluation deficit and
        provision                          (3,472.4)               -         (506.4)              -           -     (3,978.8)

     Net book value
        at 31st December                    4,619.4            49.4           610.8           13.6         3.0       5,296.2


     Valuation/cost                         4,619.4             72.9          610.8           15.4         5.9       5,324.4
     Cumulative depreciation                      -            (23.5)             -           (1.8)       (2.9)        (28.2)

                                            4,619.4            49.4           610.8           13.6         3.0      5,296.2


     1997
     Net book value at 1st January          9,596.6            58.9           328.0           14.1         1.5      9,999.1
     Exchange translation differences         (15.5)           (0.1)          (35.6)             -           -        (51.2)
     Additions                                 12.8               -            50.0              -         1.6         64.4
     Transfer                                (680.5)              -           680.5              -           -            -
     Depreciation                                 -            (4.7)              -           (0.3)       (0.3)        (5.3)
     Net revaluation deficit                 (845.4)              -               -              -           -       (845.4)

     Net book value
         at 31st December                   8,068.0            54.1         1,022.9           13.8         2.8      9,161.6


     Valuation/cost                         8,068.0             72.9        1,022.9           15.4         5.7      9,184.9
     Cumulative depreciation                          -        (18.8)                  -      (1.6)       (2.9)       (23.3)

                                            8,068.0            54.1         1,022.9           13.8         2.8      9,161.6



     The Group's investment properties held under long leases have been revalued as at 31st December 1998 by Jones
     Lang Wootton Ltd on an open market value basis calculated on the net income allowing for reversionary potential
     on a current use basis. A copy of the valuers' letter is set out on page [ ].

     All the Group's investment properties are held under long leases except for The Hong Kong Club Building, which
     is held under a sub-lease and is being depreciated over the life of the sub-lease. Details concerning all of the
     Group's investment properties are set out on page [ ].

     Certain investment properties are under mortgage to various banks as shown in Note 15.

     Provision of US$506.4 million was made for diminution in value of development properties. It comprised US$190.0
     million taken to the profit and loss account and US$316.4 million taken to property revaluation reserve in respect of
     the 11 Chater Road development, to offset previous revaluation surpluses arising on 11 Chater Road prior to
     redevelopment.
Notes to the Financial Statements
continued



11     Associates and joint ventures
                                                                                             1998
                                                                                             US$m

       Associates
          Unlisted investments
              Connaught Investors                                                          226.9
       Joint ventures
           Unlisted investments less provision                                              89.0
           Net amounts due from joint ventures                                              59.0
                                                                                           148.0

                                                                                           374.9

       The Group's share of the assets and liabilities of the joint ventures
       was as follows:

       Fixed assets                                                                        167.0
       Other long-term assets                                                               17.9
       Current assets                                                                       47.4
       Current liabilities                                                                 (44.3)
       Long-term liabilities                                                               (29.7)
       Minority interests                                                                  (10.3)

                                                                                           148.0


       The Group's share of income and expenses had not been disclosed as they were immaterial.

12     Other investments
                                                                                             1998
                                                                                             US$m

       Unlisted investments less provisions                                                   8.9
       Listed investments                                                                     4.0

                                                                                            12.9


       During the year, 9% cumulative redeemable preference shares were redeemed on maturity.

       The market value of the listed investments at 31st December 1998 was US$4.0 million (1997: US$3.7 million).

13     Current assets
                                                                                             1998
                                                                                             US$m

       Property held for sale                                                               36.2
       Debtors, prepayments and others                                                      24.0
       Bank balances and other liquid funds                                              1,413.2

                                                                                         1,473.4


       Bank balances and other liquid funds include liquid investments of US$124.4 million (1997: US$116.6 million).

       US$200.0 million of the bank balances was at an average fixed interest rate of 6.4% (1997: US$200.0 million at
       6.4%).

       US$134.8 million of the bank balances was subject to collaterised arrangements.
                                       1997
                                       US$m




                                  215.6


                                  107.2
                                   41.0
                                  148.2

                                  363.8




                                  160.4
                                   11.8
                                   46.8
                                  (55.7)
                                   (8.5)
                                   (6.6)

                                  148.2




                                       1997
                                       US$m

                                  276.9
                                    4.0

                                  280.9




$4.0 million (1997: US$3.7 million).



                                       1997
                                       US$m

                                   40.9
                                   23.7
                                1,225.7

                                1,290.3


4.4 million (1997: US$116.6 million).

 of 6.4% (1997: US$200.0 million at
Notes to the Financial Statements
continued




14     Current liabilities
                                                                                             1998                     1997
                                                                                             US$m                     US$m

       Creditors and other accruals                                                        177.5                      178.4
       Unsecured bank loans and overdrafts                                                 125.6                      114.3
       Current portion of long-term loans (see Note 15)                                    123.5                       65.4
       Taxation                                                                             19.7                       22.6
       Final dividend (proposed)                                                           138.8                      215.7

                                                                                           585.1                      596.4



15     Term loans
                                                                                             1998                     1997
                                                                                             US$m                     US$m
       Hong Kong Dollar
       Secured bank loans                                                                1,018.5                 1,006.6
       Unsecured bank loans wholly repayable within five years                             142.0                   142.0
       7.625% bonds - 1993/2001                                                             64.5                    64.5

                                                                                         1,225.0                 1,213.1


       Singapore Dollar
       Secured bank loans                                                                    39.6                        -

       United States Dollar
       Secured bank loans                                                                    4.5                        5.6
       Unsecured bank loans wholly repayable within five years                             113.8                      113.8
       4% convertible bonds due 2001                                                       384.6                      397.3
                                                                                           502.9                      516.7

                                                                                         1,767.5                 1,729.8
       less: Current portion (see Note 14)                                                 123.5                    65.4

                                                                                         1,644.0                 1,664.4



       The 4% convertible bonds due 2001 issued in February 1994 are convertible into fully paid ordinary shares of
       the Company at a price of US$4.02 per share. The bonds are listed on the Luxembourg Stock Exchange.

       The equity component of the convertible bonds amounts to US$62.7 million (1997: US$65.0 million) based on
       the prevailing market interest rate of 7% at the time of issue for similar debt without conversion options.

       Of the total term loans of US$1,767.5 million, the convertible bonds were at a fixed interest rate of 4%,
       US$574.9 million equivalent of Hong Kong Dollar loans was at an average fixed interest rate of 8.2% (1997:
       US$303.8 million at 7.4%) and the balance was at variable rates related to the Hong Kong and Singapore
       Interbank Offer Rates.

       Mortgages have been granted over certain properties of total value of US$1,585.6 million as security for the
       obligations of the Group to various banks in respect of the secured term loans.
Notes to the Financial Statements
continued

16     Bank loans, overdrafts and other borrowings
                                                                                                1998                    1997
                                                                                                US$m                    US$m

       Due dates of repayment
            Beyond five years                                                                 142.0                129.7
            Between two and five years                                                      1,255.6              1,424.1
            Between one and two years                                                         246.4                110.6

                                                                                            1,644.0              1,664.4
       Within one year
            Current portion of term loans                                                     123.5                 65.4
            Unsecured bank loans and overdrafts                                               125.6                114.3

                                                                                            1,893.1              1,844.1
       Currency
           Hong Kong Dollar                                                                 1,350.2              1,327.4
           Singapore Dollar                                                                    39.6                    -
           United States Dollar                                                               503.3                516.7

                                                                                            1,893.1              1,844.1


17     Deferred taxation
                                                                                                1998                    1997
                                                                                                US$m                    US$m

       Deferred tax assets
            - tax losses                                                                              -                 1.7
       Deferred tax liabilities
            - accelerated capital allowances                                                    (2.5)                   (0.3)
            - other temporary differences                                                       (1.8)                   (2.1)
                                                                                                (4.3)                   (2.4)

                                                                                                (4.3)                   (0.7)


18     Share capital
                                                                                                1998                    1997
                                                                                                US$m                    US$m

                                                     Ordinary shares in millions
                                                          1998               1997

       Authorised
             Shares of US$0.10 each                   4,000.0            4,000.0              400.0                400.0


       Issued and fully paid
             At 1st January                           2,607.4            2,701.5              260.7                270.1
             Shares repurchased and cancelled           (15.0)            (107.5)              (1.5)               (10.7)
             Scrip issued in lieu of dividends               -              13.4                   -                 1.3

             At 31st December                         2,592.4            2,607.4              259.2                260.7


       69,561,004 of the issued ordinary shares are held by a wholly-owned subsidiary, which acquired such shares in
       1989 at a cost of US$77.7 million.

       The 4% convertible bonds due 2001 may be converted up to and including 16th February 2001 into fully-paid
       ordinary shares in the Company at an initial conversion price, subject to adjustment, of US$4.02 per share. If
       fully converted, there would be issued a further 96.5 million ordinary shares.
Notes to the Financial Statements
continued



19     Revenue and other reserves

                                                        Property       Exchange
                                                      revaluation    fluctuation    Revenue
                                                          reserve        reserve    reserves       Total
                                                           US$m          US$m         US$m         US$m

       1998
       At 1st January
          - as previously reported                     7,323.9          (31.4)     1,357.1     8,649.6
          - effect of adopting IAS12 (Revised)            (4.9)             -          4.2        (0.7)

            - as restated                              7,319.0          (31.4)     1,361.3     8,648.9

       Profit after taxation and minority interests          -               -      125.6         125.6
       Dividends                                             -               -     (226.1)       (226.1)
       Net revaluation deficit                        (3,470.4)              -          -      (3,470.4)
       Provision against development properties         (316.4)              -          -        (316.4)
       Share of reserve movements of associates
          and joint ventures                               (4.9)           1.7           -         (3.2)
       Transfer                                            (2.1)             -         2.1            -
       Net exchange translation differences                   -            3.0           -          3.0
       Repurchase of ordinary shares                          -              -       (18.1)       (18.1)

       At 31st December                                3,525.2          (26.7)     1,244.8     4,743.3

       of which:
       Associates and joint ventures                       13.4           (5.2)       62.4        70.6


       1997
       At 1st January
          - as previously reported                     8,177.5           25.5      1,476.0     9,679.0
          - effect of adopting IAS12 (Revised)            (5.3)             -          6.9         1.6

            - as restated                              8,172.2           25.5      1,482.9     9,680.6

       Profit after taxation and minority interests          -               -      392.4        392.4
       Dividends                                             -               -     (307.5)      (307.5)
       Net revaluation deficit                          (844.6)              -          -       (844.6)
       Share of reserve movements of associates
          and joint ventures                               (6.4)         (2.7)          -         (9.1)
       Transfer                                            (2.2)            -         2.2            -
       Net exchange translation differences                   -         (54.2)          -        (54.2)
       Repurchase of ordinary shares                          -             -      (242.7)      (242.7)
       Reserves arising on scrip issued
          in lieu of dividends                                -              -        34.0        34.0

       At 31st December                                7,319.0          (31.4)     1,361.3     8,648.9


       of which:
       Associates and joint ventures                       18.3           (6.9)       52.2        63.6



       The analysis of the Company's reserves is shown in Note 27.
Notes to the Financial Statements
continued




20     Financial instruments
                                                                  1998                                    1997
                                                      Carrying                                Carrying
                                                       amount             Fair value           amount            Fair value
                                                         US$m                 US$m              US$m                  US$m
       Financial assets
           Fixed asset investments                       12.9                12.9               280.9              283.1
           Debtors                                       21.9                21.9                22.1               22.1
           Bank balances and other liquid funds       1,413.2             1,413.2             1,225.7            1,225.7

                                                      1,448.0             1,448.0             1,528.7            1,530.9


       Financial liabilities
           Creditors and other accruals                 166.0               166.0               166.8              166.8
           Unsecured bank loans and overdrafts          125.6               125.6               114.3              114.3
           Term loans                                 1,767.5             1,744.7             1,729.8            1,680.3

                                                      2,059.1             2,036.3             2,010.9            1,961.4


       The fair value of listed investments is based on market prices. For other unlisted investments, they have been
       valued by reference to the underlying investments or using discounted cash flow analyses.

       The carrying amount of debtors, bank balances and other liquid funds, creditors and other accruals and unsecured
       bank loans and overdrafts approximate to their fair value because of the short-term maturity of these instruments.

       The fair value of term loans is either based on market price or estimated using the expected future payments
       discounted at market interest rates prevailing at the year end.



                                                                  1998                                    1997
                                                      Financial           Financial           Financial           Financial
                                                         assets           liabilities            assets           liabilities
                                                         US$m                 US$m              US$m                  US$m

       Currency
          Hong Kong Dollar                               39.7             1,480.2              471.3             1,464.9
          United States Dollar                        1,384.5               527.1            1,021.6               540.5
          Indonesian Rupiah                               8.5                   -               15.3                    -
          Singapore Dollar                               11.3                51.8               13.3                 5.5
          Others                                          4.0                   -                7.2                   -

                                                      1,448.0             2,059.1            1,528.7             2,010.9



21     Cash flow per share

       Cash flow per share is based on cash flows from operating activities less major renovations expenditure
       amounting to US$335.0 million (1997: US$399.6 million) and is calculated on the weighted average of 2,524.8
       million (1997: 2,612.3 million) shares in issue during the year, which excludes 69.6 million shares in the Company
       held by a subsidiary (see Note 18).
Notes to the Financial Statements
continued




22     Commitments
                                                                                                    1998                   1997
                                                                                                    US$m                   US$m

       Capital commitments
       The estimated amounts of capital expenditure and further contribution                  .
       to be made to joint ventures, to which the Group was committed and
       for which no provision was made were:
            Under contract                                                                        146.7                103.1
            Authorised but not contracted                                                         621.8                976.8

                                                                                                  768.5              1,079.9

       The estimated amounts of further contribution to be made to joint ventures
       included in the above were:
            Under contract                                                                            -                 28.0
            Authorised but not contracted                                                         247.4                339.9

                                                                                                  247.4                367.9


       Pension commitments
       The Group has pension commitments in respect of its defined benefit pension schemes. The schemes are valued
       annually by independent qualified actuaries. The principal assumptions were that investment returns would be
       higher than salary increases by 1%. The market value of the assets at 1st January 1998, the date of its latest
       valuation, was US$23.0 million and the actuarial present value of the benefits that had accrued to members after
       allowing for future salary increases amounted to US$13.5 million.

       The Group's contribution to these defined benefit schemes during the year amounted to US$2.1 million (1997:
       US$1.6 million).

23     Contingent liabilities

       A subsidiary of the Group has given guarantees in respect of the Group's obligations to the Container Terminal 9
       development. The anticipated capital commitment to the build out of two berths in the project is estimated to be
       approximately US$160.0 million. However, were the subsidiary required to provide additional funds for the
       build out cost of the other berths, the maximum contingent liability assumed in respect of the guarantees would
       be US$279.3 million (1997: nil).

24     Off-balance sheet derivative financial instruments

       Off-balance sheet derivative financial instruments held for asset and liability management:

                                                                  1998                                       1997
                                                       Contract                                   Contract
                                                        amount            Fair value               amount            Fair value
                                                         US$m                 US$m                  US$m                   US$m
       Interest rate swaps
           - assets                                     200.0                  4.1                 200.0                    1.9
           - liabilities                               (639.5)               (20.5)               (368.3)                  14.2
       Forward foreign exchange contracts                35.6                  2.2                 118.6                   11.8

                                                                             (14.2)                                        27.9


       The fair value of these financial instruments is either based on market value quoted by banks or estimated by
       discounting the future cash flows to net present values using appropriate market interest rates prevailing at the
       year end.

       As at 31st December 1998, the Group had entered into forward foreign exchange contracts to sell S$57.4 million
       (1997: S$179.0 million) as a hedge against the Group's property development in Singapore.
Notes to the Financial Statements
continued



25     Related party transactions

       The Group has entered into a variety of transactions with Jardine Matheson Holdings Limited and its subsidiary
       undertakings ("Jardine Matheson group members"). The most significant of these transactions are as follows:

       a)   Management fee
            The management fee payable by the Group under an agreement in 1995 to Jardine Matheson Limited was
            US$0.6 million (1997: US$2.0 million), being 0.5% per annum of the Group's net profit after tax and
            minority interests in consideration for management consultancy services provided by Jardine Matheson
            Limited, a wholly-owned subsidiary of Jardine Matheson Holdings Limited.

       b)   Banking services
            Jardine Matheson group members provided banking services to the Group. The Group's net deposits with
            Matheson Bank Limited at 31st December 1998 amounted to US$48.0 million (1997: US$22.7 million).

       c)   Property and other services
            The Group rented properties to Jardine Matheson group members. Gross rents on such properties in 1998
            amounted to US$7.9 million (1997: US$9.3 million).

            Jardine Matheson group members provided property maintenance and other services to the Group in 1998
            in aggregate amounting to US$26.2 million (1997: US$23.2 million).


26     Principal subsidiaries and associates

       The principal subsidiaries and associates of the Group at 31st December 1998 are set out below.

                                           Effective                                                       Country of
                                           holding %     Issued share capital      Main activities         incorporation


       Hongkong Land China                      100 *     US$ 200,000,000          Investment holding      Bermuda
           Holdings Limited

       Hongkong Land Limited                    100 *     US$          12,000      Group management        Bermuda

       Hongkong Land International              100 *     US$    200,000,000       Investment holding      Bermuda
           Holdings limited

       The Hongkong Land                        100       HK$ 1,293,180,006        Property investment     Hong Kong
           Company, Limited

       The Hongkong Land Property               100       HK$               200    Property investment     Hong Kong
           Company Limited

       HKL (Prince's Building) Limited          100       HK$               200    Property investment     Hong Kong

       Hongkong Land (S.H.) Limited             100       HK$       1,500,000      Property investment     Hong Kong

       Mulberry Land Company Limited            100       HK$               200    Property investment     Hong Kong

       Connaught Investors Limited                45      US$      384,399,735     Investment holding      Bermuda



       * Owned directly
Notes to the Financial Statements
continued




27     Parent company balance sheet
                                                         1998       1997
                                                         US$m       US$m

       Net operating assets
           Investments at cost
               Unlisted shares in subsidiaries        4,481.6    4,481.6
               Net amounts due from subsidiaries        410.1      578.0
       FIXED ASSETS                                   4,891.7    5,059.6

            Current liabilities
                Creditors and other accruals            (21.8)     (21.1)
                Final dividend (proposed)              (142.6)    (221.6)
                                                       (164.4)    (242.7)

       4% CONVERTIBLE BONDS DUE 2001                   (384.6)    (397.4)

                                                      4,342.7    4,419.5

       Capital employed
          Share capital (see Note 18)                  259.2      260.7
          Revenue and other reserves
               Contributed surplus                    2,922.1    2,940.1
               Revenue reserves (see Note 28)         1,161.4    1,218.7
                                                      4,083.5    4,158.8

       SHAREHOLDERS' FUNDS                            4,342.7    4,419.5



28     Parent company revenue reserves
                                                         1998       1997
                                                         US$m       US$m


       At 1st January                                 1,218.7    1,294.5
       Profit for the year                              175.1      204.7
       Dividends                                       (232.4)    (315.8)
       Arising on scrip issued in lieu of dividends         -       35.3

       At 31st December                               1,161.4    1,218.7

				
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