Half-yearly report


                                    G4S plc
                        Half-Yearly Results Announcement
                              January - June 2011

G4S, the world's leading international security solutions group, today announces
its half year results for the six months to 30 June 2011.

RESULTS HIGHLIGHTS


  * Group turnover* up 5% to £3,761 million (2010: £3,575m)
  * Organic turnover growth* of 5% (2010: 2%)
  * PBITA* up 3% to £239 million (2010: £233m)
  * PBITA margin* 6.4% (2010: 6.5%)
  * Operating cash flow generation of 60% of PBITA (2010: 72%); expect to
    achieve full year target of 85%
  * Adjusted earnings per share increased 8% to 10.0p (2010: 9.3p) at actual
    exchange rates and increased 10% (2010: 9.1p) at constant exchange rates


  * Interim dividend up 8% to 3.42 pence per share, DKK 0.2928 (2010:
    3.17p/DKK 0.2877)

* at constant (2011) exchange rates


Nick Buckles, Chief Executive Officer, commented:

"Following a robust performance during the global recession, organic growth is
accelerating in most regions and business sectors and we have a healthy pipeline
of bidding opportunities, particularly in the UK government market.  Our New
Markets businesses (now 29% of group revenues) continue to show excellent
organic growth - up 9% overall.

We expect growth in Cash Solutions in developed markets (13% of group revenues)
will continue to be impacted by low interest rates, but we are encouraged by
recent discussions with financial institutions regarding outsourcing
opportunities.

At the Capital Markets Day in May this year, we highlighted our plans to invest
around £200 million per year on acquisitions whilst maintaining our strict
financial screening criteria.  We have a strong pipeline of M&A opportunities
which should come to fruition within the next six to twelve months. This
pipeline, together with the recovery in growth in our existing business, gives
us confidence in the outlook for the full year and into 2012. That confidence is
reflected in the 8% increase in our interim dividend."








For further enquiries, please contact G4S plc:

Helen Parris - Director of Investor Relations+44 (0) 1293 554423
Nick Buckles - Chief Executive Officer
Trevor Dighton - Chief Financial Officer

For Media enquiries, please contact Tulchan Group:

David Allchurch or John Sunnucks                 +44 (0) 207 543 4200

Notes to Editors:

G4S is the world's leading international security solutions group, which
specialises in outsourced business processes in sectors where security and
safety risks are considered a strategic threat.

G4S is the largest employer quoted on the London Stock Exchange and has a
secondary stock exchange listing in Copenhagen.  G4S has operations in more than
125 countries and more than 625,000 employees.  For more information on G4S,
visit www.g4s.com.

Presentation of Results:

A presentation to investors and analysts is taking place today at 09.00hrs at
the London Stock Exchange, 10 Paternoster Square, London, EC4M 7LS.  The
presentation will be webcast at:

Webcast

http://view-w.tv/p/707-803-10008/en


Telephone Dial-in Facility

The details for the telephone dial-in facility are as follows:-

UK Access Number       + 44 (0)20 3140 0722
UK Toll Free Number     0800 368 1916
DK Toll Free Number     808 89 215
US Toll Free Number     1 855 716 1594

Replay Details

To listen to a reply of the presentation after the event, here are the details:

UK Toll Access Number +44 (0)20 3140 0698
UK Toll Free Number     0800 368 1890
US Toll Free Number     +1 877 846 3918
DK Toll Free Number     +45 7 014 2885

Conference Reference   378275#







FINANCIAL SUMMARY


Results

The results which follow have been prepared under International Financial
Reporting Standards, as adopted by the European Union (EU adopted IFRSs).

Group Turnover

Turnover of Continuing Businesses    H111  H110
                                       £m    £m

Turnover at constant exchange rates 3,761 3,575

Exchange difference                     -    54

Total continuing business turnover  3,761 3,629


Turnover, at constant exchange rates, increased by 5% to £3,761 million.
 Organic turnover growth was 5%.







Organic Turnover Growth Europe North America Developed Markets New Markets Total
*

Secure Solutions          4%        4%              4%             9%       6%

Cash Solutions           -2%        -4%             -2%            8%       1%

Total                     3%        4%              3%             9%       5%


* Calculated to exclude acquisitions and disposals, and at constant exchange
rates

Group Profit

PBITA * of Continuing Businesses        H111 H110
                                          £m   £m

PBITA at constant exchange rates         239  233

Exchange difference                        -    5

Total continuing business PBITA          239  238

PBITA margin at constant exchange rates 6.4% 6.5%


* PBITA is defined as profit before interest, taxation, amortisation of
acquisition-related intangible assets and acquisition-related costs.

PBITA, at constant exchange rates, increased by 3% to £239 million.  The PBITA
margin decreased slightly to 6.4%.




Cash Flow and Financing

Cash Flow                   H111 H110
                              £m   £m

Operating cash flow          143  171

Operating cash flow / PBITA  60%  72%


Operating cash flow, as analysed on page 23, was £143 million in the period,
representing 60% of PBITA.  Without delayed payment from the US government in
respect of two large contracts, the operating cash generation for the half year
would have been over 80%.

The group expects to meet its full year target of 85% of PBITA. Net cash
invested in acquistions was £51 million.  Net debt at the end of the period, as
analysed on page 22, was £1,576 million (June 2010: £1,515m, December 2010:
£1,426m).

Adjusted earnings per share

Adjusted earnings per share           H111 H110 at constant exchange rates  H110
                                        £m                              £m    £m

PBITA from continuing operations       239                             233   238

Interest (before pensions)            (47)                            (49)  (50)

Tax                                   (42)                            (46)  (48)

Non-controlling interests             (10)                            (10)  (10)

Adjusted profit attributable to        140                             128   130
shareholders

Average number of shares (m)         1,405                           1,404 1,404

Adjusted EPS (p)                      10.0                             9.1   9.3


Adjusted earnings per share, reconciled to basic earnings per share on page 21,
increased by 8% at actual exchange rates and by 10% at constant exchange rates.
BUSINESS ANALYSIS

Secure Solutions

                              Turnover     PBITA    Margins  Organic Growth
                                 £m         £m
* At constant exchange rates
                             H111  H110  H111 H110 H111 H110      H111

Europe *                     1,358 1,297   86   79 6.3% 6.1%       4%

North America *                818   784   46   44 5.6% 5.6%       4%

New Markets *                  910   818   72   65 7.9% 7.9%       9%

Total Secure Solutions *     3,086 2,899  204  188 6.6% 6.5%       6%

Exchange differences             -    57    -     4

At actual exchange rates     3,086 2,956  204   192


Overall, the secure solutions business continued its robust performance with
organic growth of 6% and slightly improved margins of 6.6% - derived from
improved margins in the UK and solid performances elsewhere in the group.

Europe

                              Turnover     PBITA    Margins  Organic Growth
                                 £m         £m
* At constant exchange rates
                             H111  H110  H111 H110 H111 H110      H111

UK & Ireland *                 612   571   50   45 8.2% 7.9%       6%

Continental Europe *           746   726   36   34 4.8% 4.7%       3%

Total Europe *               1,358 1,297   86   79 6.3% 6.1%       4%


Organic growth in Europe was 4% and margins were up to 6.3% mainly as a result
of the UK margin improvements.

In the UK & Ireland region, organic growth was 6%, with strong growth in Secure
Solutions, Utility Services and Integrated Services. These gains were partly
offset by the loss of the UKBA contract in May and the performance of our
business in Ireland, where turnover has declined 3% due to continuing difficult
market conditions.

New contracts won in the government sector during the first half of the year
included:

      * Security provider to the London 2012 Olympic and Paralympic Games which
        commenced in March
      * HMP Birmingham (to commence October 2011) and HMP Featherstone (to
        commence April 2012)
      * three regions for the Department of Work & Pensions, Work Programme
        which commenced in June
      * the prisoner escorting contract for the Scottish Prison Service
        effective from January 2012
      * a number of facilities management contracts in the health sector,
        including Liverpool Women's Hospital and Heartlands hospital in the
        Midlands, which is one of the UK's largest acute hospitals


These contracts, once fully up and running, will more than offset the loss of
the UK Court Services contract which will transfer to a competitor at the end of
August.

New contracts won or commencing in the commercial sector during the first half
of the year included the renewal of the security contract for RBS in the UK and
a new contract for Ireland, contracts with Hewlett Packard, Nationwide Building
Society and British Gas smart metering services and temporary contracts in
Ireland to support the visits of HM Queen Elizabeth and President Obama.

In July, G4S welcomed the publication of the UK government's reports on "Open
Public Services" and "Competition Strategy for Offender Services" which provide
further clarity on the government's stance on public sector reform and the
greater role of the private sector in the delivery of offender management. We
believe these reforms will improve efficiency, quality and financial
accountability across the offender management sector as well as wider public
services.  We expect to take part in the next round of the government's prison
competition process which was announced in July.

There have also been a number of capability-building acquisitions in the UK and
Ireland since the start of the year, with the acquisition of investigative
services provider, Cotswold Group; electronic monitoring equipment provider
Guidance Monitoring (GML); and AMS, a leading security system monitoring company
in Ireland.


In Continental Europe, organic growth was 3%, as a result of new contracts in
Belgium for Brussels airport and the European Commission and in Norway due to
increased volumes at Oslo airport. The security systems business in Israel
performed well.  Overall, the security systems businesses are still facing
difficult market conditions although we have benefited from increased
installations in the Belgian banking sector. Most Eastern European markets seem
to have stabilised although growth has not yet returned.

New contracts include the US embassy in Slovenia and a manned security contract
for ING in Turkey.  We recently won a detention centre contract in Luxembourg
and a manned security contract with Siemens across 19 locations in Austria.
 Lost contracts include the Hellenic airport contract in Greece and the EU
Commission contract in Luxembourg. The bidding pipeline in Belgium for both
commercial and government contracts remains very healthy.  Greece and Romania
remain very challenging markets for the group due primarily to the current
macro-economic situation.

There are a number of electronic monitoring of offenders opportunities which we
expect to come up for tender in the next six months or so in markets such as
Cyprus, Turkey, Romania, Bulgaria, Czech Republic and Portugal.

North America

                             Turnover    PBITA    Margins  Organic Growth
                                £m        £m
* At constant exchange rates
                             H111 H110 H111 H110 H111 H110      H111

North America *               818  784   46   44 5.6% 5.6%       4%


Organic growth in North America was 4%, representing a strong improvement over
the 2% growth achieved in the same period of 2010. Margins held firm during the
period at 5.6%.

In the United States, organic growth was 4%, primarily as a result of strong
performance in the commercial, compliance and investigations and systems
integration businesses.

Organic growth increased due to some key strategic account wins in the
commercial, regulated and government sectors and retention of work re-bid in the
period.  A strong pipeline of opportunities remains with potential new customers
looking at the G4S integrated security approach with a particular interest in
risk management and travel security.

US government growth was slightly negative overall, but there were some new
contract wins such as the provision of services to the Diego Garcia military
base, Bonneville Power, the Greek, Thai and Gambian embassies, two new juvenile
programs for the State of Florida and two major systems contracts for the States
of Massachusetts and Colorado funded by federal stimulus funding.

The international accounts division agreed extensions to existing contracts and
a number of new contracts with US-based customers valued at £67 million per year
for the provision of secure solutions across multiple markets in 2011.

In Canada the business performed well compared to the same period in 2010
assisted by new contract wins in healthcare, commercial and chemical sectors and
with improved margins. On 8 August, we announced that we had won a major
contract for airport screening services in the Pacific region in Canada,
providing services at 20 airports, including Vancouver International.  The
contract is valued at more than £250m over the initial five-year term.

New Markets

                             Turnover    PBITA     Margins   Organic Growth
                                £m        £m
* At constant exchange rates
                             H111 H110 H111 H110 H111  H110       H111

Asia *                        320  286   21   19 6.6%  6.6%       12%

Middle East *                 219  217   17   18 7.8%  8.3%        1%

Africa *                      173  159   19   17 11.0% 10.7%       6%

Latin America & Caribbean *   198  156   15   11 7.6%  7.1%       18%

Total New Markets *           910  818   72   65 7.9%  7.9%        9%


In New Markets, there was strong organic growth of 9%, and margins were
maintained at 7.9% with some overall improvements offset by the requirement to
comply with a Saudi Arabian government request to pay a bonus to all employees
during the Middle East period of unrest.  We expect to recover this in the
second half of 2011.

Organic growth in Asia was 12% and margins held firm at 6.6% helped by strong
performances in India and Malaysia.  Recent contract wins in the region include
Hactl SuperTerminal 1 in Hong Kong, the world's largest single air cargo
terminal, and additional project wins from Corning in China. In Kazakhstan our
business grew strongly in the oil and gas sector.

Despite the unrest in the Middle East, growth continues in Egypt, Yemen and
Bahrain. Organic growth overall was 1%, with particularly strong performances in
Qatar and in Afghanistan, helped by the re-negotiated US embassy contract which
is now expected to continue until the end of 2011.  As expected, organic growth
was negatively affected by the ending of US army work in Iraq, without which the
organic growth would have been above 15%.  Also in Iraq, we have recently won
contracts supporting the development of the southern oil fields which should
help the business return to growth in the medium term. In September, the first
electronic monitoring of offenders project in the Middle East starts in Saudi
Arabia through GML, our recent acquisition based in the UK.  The margin in the
Middle East declined overall to 7.8%.

In Africa, organic growth was 6% and margins improved to 11.0% despite difficult
market  conditions  in  South  Africa.  The  recently launched Maritime Security
Solutions  service, created to address the increase in piracy in the region, has
performed  strongly  and  achieved  double-digit  margins.  This service will be
promoted  to shipping lines, ship owners  and insurance underwriters involved in
maritime  activity  in  these  increasingly  dangerous zones.  Morocco performed
strongly with organic growth of more than 20%.

The Latin America and Caribbean region achieved strong organic growth of 18%
with increased PBITA margins of 7.6%.  Almost all countries performed extremely
well in the first half and helped offset the expected loss of the Colombia tolls
contract. Growth has been driven primarily through price increases associated
with increased statutory pay and benefits costs and growth from new customers.
 The region has completed two small technology acquisitions since the start of
the year - Detcom in Argentina and EBC in Colombia.


Cash Solutions

                             Turnover    PBITA     Margins   Organic Growth
                                £m        £m
* At constant exchange rates
                             H111 H110 H111 H110 H111  H110       H111

Europe *                      437  451   37   43 8.5%  9.5%       -2%

North America *                53   55    -    2 0.0%  3.6%       -4%

New Markets *                 185  170   23   22 12.4% 12.9%       8%

Total Cash Solutions *        675  676   60   67 8.9%  9.9%        1%

Exchange differences            -  (3)    -     1

At actual exchange rates      675  673   60    68


The Cash Solutions division saw organic growth of 1% in the first half, with
strong growth in New Markets being offset by declines in developed markets due
to the continued impact of low interest rates causing service reductions in some
areas.  In developed markets, robberies have been at a lower level in the first
six months compared to the prior year, but there has been an increase in attacks
in some New Markets such as Saudi Arabia and South Africa which has affected
margins.

Organic growth in Europe was -2% despite a strong performance in Belgium where
we have recently taken on work from a competitor exiting the market - this
transition has been very successful, positioning us very strongly in this
market.  A number of central banks and commercial banks are reviewing
outsourcing of services which should create opportunities for growth the medium
term. The new cash transportation contract with ERSTE Bank in Serbia started in
July.

In Romania the continuing effect of the loss of the Post Office contract had a
negative impact on organic growth and margins.  Discussions continue regarding
the re-starting of the contract in non-urban areas.

In the UK, organic growth was -5% due to a major bank restructuring its service
requirements in September 2010. However margins have been maintained due to
extensive overhead controls, a continued strong focus on operational efficiency
and investment in technology reducing the level of attacks. In Ireland the
business has responded to reductions in turnover by re-organising its
operations. The benefit of this will occur in the second half of the year due to
the non-recurrence of associated restructuring costs.

The G4Si business continues its very strong performance with organic growth of
16% helped by both new contract wins and volume increases with existing
customers across all sectors, but particularly in the diamond and jewellery
sector.

Sales of CASH360, the group's retail cash solutions system, have been achieved
in nine countries, and we have a further six countries where we expect to have
the first pilot or sale by the end of the year.

In North America, the business in Canada was impacted by the loss of part of the
BMO contract.

In New Markets, organic growth was strong at 8% but margins were lower due to
increased attacks in South Africa and robberies and cash losses in Saudi Arabia,
together with the employee bonus payment.  Elsewhere in New Markets there was
strong, double-digit growth across many countries including Hong Kong, Thailand,
Malaysia, Morocco, Colombia, Qatar and UAE.






OTHER FINANCIAL ISSUES


Acquisitions and divestments

G4S invested a total of £42m on acquisitions completed during the period.  Of
this, £10m was invested in purchasing the Cotswold Group Limited, the UK's
market leader in surveillance, fraud, analytics, intelligence and investigations
services, £17m in purchasing Guidance Monitoring, an offender monitoring
technology business  and £14m in purchasing Munt Centrale Holland B.V., a coin
management service company based in the Netherlands.  In addition, the group has
paid out £21m during the period in relation to acquisitions completed in prior
years.


Risks and uncertainties

A  discussion  of  the  group's  risk  assessment  and control processes and the
principal  risks and uncertainties that could  affect the business activities or
financial results are detailed on pages 50 and 51 of the company's annual report
for  the financial year ended 31 December 2010, a  copy of which is available on
the group websitewww.g4s.com.

The risks and uncertainties are expected to be the same during the remaining six
months of the financial year.


Financing & Interest

The group has a prudent approach to managing its financing and since 2007 it has
been diversifying its sources of finance away from the bank market. This
diversification began with the private placement market and more recently,
following the award of a BBB credit rating from Standard & Poor's in March
2009, from the public bond market. The rating was reconfirmed by Standard &
Poor's with a stable outlook in April 2011.

The group is currently well capitalised with no significant maturities until
2013. Borrowings are at attractive rates and liabilities broadly match the
business mix by currency.

The group's primary sources of finance are:-

  * £1.1bn multicurrency revolving credit facility provided by a consortium of
    banks at a margin of 0.80% over LIBOR and maturing 10 March 2016. As at 30
    June 2011 the drawings were US$ 290m, Euro 379m and £250m.


  * $550m private placement notes, issued 1 March 2007, which mature at various
    dates between 2014 and 2022 with interest coupons of between 5.77% and
    6.06%.


  * $514m and £69m private placement notes, issued 15 July 2008 which mature at
    various dates between 2013 and 2020 with interest coupons of between 6.09%
    and 7.56%.


  * £350m 7.75% 2019 bond. This bond was issued 13 May 2009 and matures 13 May
    2019.


At 30 June 2011, the group had uncommitted facilities of £597m. The group
headroom available from committed funds was £341m. The group has sufficient
borrowing capacity to finance its current investment plans.

As of 30 June 2011, net debt was £1,576m which gave book gearing of 94%. The
market gearing, using the 30 June 2011 closing share price of 279.8 pence, is
40%.

Net interest payable on net debt was £47m. This was broadly similar to the 2010
cost of £50m and reflects the stability created from the portion of debt held at
fixed rates and the continued low short term interest rates applicable to the
portion of debt held at floating rates.

The group's average cost of borrowings during the half year was 4.9% compared to
4.7% in 2010.




Taxation

Tax  has been provided for at the estimated effective tax rate for the full year
of  22% on adjusted  earnings, compared  to 24% for  the full year in 2010.  The
group believes that this rate is sustainable going forward.

Retirement benefit obligations

The  group's funding shortfall on funded  defined retirement benefit schemes, on
the  valuation basis specified in IAS19  Employee Benefits, was £249m before tax
or  £184m after tax (31 December  2010: £265m and £191m respectively).  The main
schemes  are in the UK.  The latest full actuarial valuations were undertaken at
5 April 2009 in respect of all three major UK schemes.

The  valuation of gross  liabilities has barely  changed since 31 December 2010
with  slight increases in both the discount rate and inflation rate assumptions.
The  value of the assets held in  the funds (adjusted for acquired pension funds
and  additional contributions) is also very  similar to the value at 31 December
2010.  Additional company contributions were £19m.

The  group believes that, over  the very long term  in which retirement benefits
become  payable, investment returns should eliminate the deficit reported in the
schemes  in respect  of past  service liabilities.  During the  period the group
completed  a consultation period  with members of  the UK scheme  with a view to
closing  the scheme  to future  accrual in  order to  limit the future growth in
liabilities.  The closure took effect in July 2011. Existing members will retain
their  benefits accrued to  date and will  be given the  option to transfer to a
defined contribution scheme for future pension benefits.

Dividend

The Board has declared an interim dividend for 2011 of 3.42 pence per share (DKK
0.2928) payable  14 October  2011. This  represents  an  increase  of  8% on the
interim dividend for 2010.

STRATEGY REVIEW AND OUTLOOK



Despite the ongoing challenging macro-economic environment and the additional
recent turmoil in global markets, we are encouraged by the underlying
improvement in growth trends which has enabled us to increase organic growth to
5% in the first half of the year.

Our continued focus on controlling costs, maintaining customer service levels
and building our capability through acquisitions and focus on key sectors, has
enabled us to improve our growth and hold margins at the same time.

There are positive signs from customers, both in government and the financial
institution sector, that outsourcing is very firmly on their agenda and we are
well placed to win further contracts in these areas.

Some markets remain challenging, but overall there is a good level of positive
momentum to help us drive the business forward, and we will continue to maintain
our discipline on margins and cash generation.

We have a very healthy acquisition pipeline which will enable us to continue to
build on our multi-service strategy and maximise our ability to deliver
outsourcing solutions for our customers.  This pipeline together with the
recovery in growth in our existing business gives us confidence in the outlook
for the full year and into 2012. That confidence is reflected in the 8% increase
in our interim dividend.



23 August 2011



G4S plc
Unaudited half-yearly results announcement
For the six months ended 30 June 2011



Directors' responsibility statement in respect of the half-yearly results
announcement

We confirm that to the best of our knowledge:

  * this condensed set of financial statements has been prepared in accordance
    with International Accounting Standard (IAS) 34 Interim Financial Reporting
    as adopted by the EU


  * the half-yearly report includes a fair review of the information required
    by:


 a. DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of
    important events that have occurred during the first six months of the
    financial year and their impact on the condensed set of financial
    statements; and a description of the principal risks and uncertainties for
    the remaining six months of the year; and


 b. DTR 4.2.8R of the Disclosure and Transparency Rules, being related party
    transactions that have taken place in the first six months of the current
    financial year and that have materially affected the financial position or
    performance of the entity during that period; and any changes in the related
    party transactions described in the last annual report that could do so.




The responsibility statement is signed by:


Nick Buckles                Trevor Dighton

Chief ExecutiveChief Financial Officer



G4S plc
Unaudited half-yearly results announcement
For the six months ended 30 June 2011


Consolidated income statement

For the six months ended 30 June 2011
                                     Six months ended Six months ended     Year
                                                                          ended

                                             30.06.11         30.06.10 31.12.10

                               Notes               £m               £m       £m
--------------------------------------------------------------------------------


 Continuing operations



 Revenue                       2                3,761            3,629    7,392
--------------------------------------------------------------------------------


 Profit from operations before
 amortisation of acquisition-
 related intangible assets and
 share of profit from
 associates                                       238              236      523

 Share of profit from                               1                2        5
 associates


--------------------------------------------------------------------------------
 Profit from operations before
 amortisation of acquisition-
 related intangible assets
 (PBITA)                       2                  239              238      528



 Amortisation of acquisition-                    (43)             (43)     (88)
 related intangible assets

 Acquisition-related expenses                     (1)                -      (4)


--------------------------------------------------------------------------------
 Profit from operations before                    195              195      436
 interest and taxation (PBIT)  2, 3



 Finance income                6                   54               49       98

 Finance costs                 7                (100)            (102)    (203)


--------------------------------------------------------------------------------
 Profit from operations before                    149              142      331
 taxation (PBT)
--------------------------------------------------------------------------------


 Taxation:
+------------------------------------------------------------------------------+
|   Before amortisation of                       (42)             (47)    (102)|
|acquisition-related intangible                                                |
|assets                                                                        |
|                                                                              |
| - On amortisation of                             12               12       25|
|acquisition-related                                                           |
|intangible assets                                                             |
|                                                                              |
| - On acquisition-related                          -                -        1|
|expenses                                                                      |
+------------------------------------------------------------------------------+
                               8                 (30)             (35)     (76)


--------------------------------------------------------------------------------
 Profit from continuing                           119              107      255
 operations after taxation



 Loss from discontinued        4                  (1)              (3)     (10)
 operations


--------------------------------------------------------------------------------
 Profit for the period                            118              104      245
--------------------------------------------------------------------------------


 Attributable to:

 Equity holders of the parent                     108               94      223

 Non-controlling interests                         10               10       22

--------------------------------------------------------------------------------
 Profit for the period                            118              104      245
--------------------------------------------------------------------------------




 Earnings per share
 attributable to ordinary
 equity shareholders           9
 of the parent from continuing
 and discontinued operations



 Basic and diluted                               7.7p             6.7p    15.9p
--------------------------------------------------------------------------------



+------------------------------------------------------------------------------+
|Dividends declared and                                                        |
|proposed in respect of the    10                                              |
|period                                                                        |
|                                                                              |
|Interim dividend of 3.42p per                     48               45       45|
|share (2010: 3.17p per share)                                                 |
|                                                                              |
|Final dividend (2010: 4.73p                        -                -       66|
|per share)                                                                    |
+------------------------------------------------------------------------------+
|Total                                             48               45      111|
+------------------------------------------------------------------------------+

Condensed consolidated statement of comprehensive income
For the six months ended 30 June 2011

                                      Six months ended Six months ended     Year
                                                                           ended

                                              30.06.11         30.06.10 31.12.10

                                                    £m               £m       £m
--------------------------------------------------------------------------------
Profit for the period                              118              104      245



Other comprehensive income

Exchange differences on translation                  7               29       41
of foreign operations

Actuarial (losses)/gains on defined               (13)            (109)       15
retirement benefit schemes

Change  in fair value  of cash flow                  2               18       15
hedging financial instruments

Tax  on  items  taken  directly  to                (2)               32     (11)
equity
--------------------------------------------------------------------------------
Other  comprehensive income, net of                (6)             (30)       60
tax


--------------------------------------------------------------------------------
Total  comprehensive income for the                112               74      305
period
--------------------------------------------------------------------------------


Attributable to:

Equity holders of the parent                       102               64      283

Non-controlling interests                           10               10       22
--------------------------------------------------------------------------------
Total  comprehensive income for the                112               74      305
period
--------------------------------------------------------------------------------




Condensed consolidated statement of changes in equity
For the six months ended 30 June 2011

                                      Six months ended Six months ended     Year
                                                                           ended

                                              30.06.11         30.06.10 31.12.10

                                                    £m               £m       £m
--------------------------------------------------------------------------------


At beginning of period                           1,577            1,407    1,407

Total comprehensive income
attributable to equity shareholders
of the parent                                      102               64      283

Dividends declared                                (66)             (59)    (103)

Own shares purchased                               (8)              (6)     (10)

Equity settled transactions                          1                5        7

Transactions with non-controlling                    -              (5)      (7)
interests
--------------------------------------------------------------------------------
At end of period                                 1,606            1,406    1,577
--------------------------------------------------------------------------------
























Condensed consolidated statement of financial position
At 30 June 2011

                                                         As at    As at    As at

                                                      30.06.11 30.06.10 31.12.10

                                                Notes       £m       £m       £m
--------------------------------------------------------------------------------
ASSETS



Non-current assets

Goodwill                                                 2,167    2,109    2,147

Other acquisition-related intangible assets                258      325      286

Other intangible assets                                     73       65       71

Property, plant and equipment                              560      560      580

Investment in associates                                     7       11       10

Trade and other receivables                                300      280      299
--------------------------------------------------------------------------------
                                                         3,365    3,350    3,393
--------------------------------------------------------------------------------


Current assets

Inventories                                                124       85       84

Investments                                                 69       92       82

Trade and other receivables                              1,543    1,479    1,463

Cash and cash equivalents                                  429      327      351

Assets classified as held for sale              11           -       10        -
--------------------------------------------------------------------------------
                                                         2,165    1,993    1,980
--------------------------------------------------------------------------------


Total assets                                             5,530    5,343    5,373
--------------------------------------------------------------------------------


LIABILITIES



Current liabilities

Bank overdrafts                                           (46)     (37)     (45)

Bank loans                                               (113)     (81)    (113)

Obligations under finance leases                          (13)     (16)     (21)

Trade and other payables                               (1,236)  (1,144)  (1,266)

Retirement benefit obligations                               -     (55)     (61)

Provisions                                                (28)     (36)     (33)

Liabilities  associated with  assets classified 11           -      (9)        -
as held for sale
--------------------------------------------------------------------------------
                                                       (1,436)  (1,378)  (1,539)
--------------------------------------------------------------------------------


Non-current liabilities

Bank loans                                               (803)    (660)    (574)

Loan notes                                             (1,137)  (1,196)  (1,153)

Obligations under finance leases                          (55)     (56)     (49)

Trade and other payables                                  (11)     (38)     (48)

Retirement benefit obligations                           (300)    (400)    (245)

Provisions                                               (139)    (169)    (142)
--------------------------------------------------------------------------------
                                                       (2,445)  (2,519)  (2,211)
--------------------------------------------------------------------------------


Total liabilities                                      (3,881)  (3,897)  (3,750)
--------------------------------------------------------------------------------


Net assets                                               1,649    1,446    1,623
--------------------------------------------------------------------------------


EQUITY



Share capital                                              353      353      353

Share premium and reserves                               1,253    1,053    1,224
--------------------------------------------------------------------------------
Equity  attributable to  equity holders  of the          1,606    1,406    1,577
parent

Non-controlling interests                                   43       40       46
--------------------------------------------------------------------------------
Total equity                                             1,649    1,446    1,623
--------------------------------------------------------------------------------


Condensed consolidated statement of cash flow
For the six months ended 30 June 2011

                                      Six months ended Six months ended     Year
                                                                           ended

                                              30.06.11         30.06.10 31.12.10

                                Notes               £m               £m       £m
--------------------------------------------------------------------------------


Profit from continuing                             149              142      331
operations before taxation



Adjustments for:

Finance income                                    (54)             (49)     (98)

Finance costs                                      100              102      203

Depreciation of property,                           64               64      131
plant and equipment

Amortisation of                                     43               43       88
acquisition-related
intangible assets

Acquisition-related costs                            1                -        4

Amortisation of other                               10                9       17
intangible assets

Other non-cash items                                 -                3     (23)
--------------------------------------------------------------------------------
Operating cash flow before                         313              314      653
movements in working
capital



Net working capital                              (141)             (93)    (114)
movement
--------------------------------------------------------------------------------
Net cash flow from                                 172              221      539
operating activities of
continuing operations

Net cash used by operating                           1              (3)      (5)
activities of discontinued
operations
--------------------------------------------------------------------------------
Cash generated by                                  173              218      534
operations



Tax paid                                          (42)             (37)     (86)
--------------------------------------------------------------------------------
Net cash flow from                                 131              181
operating activities                                                         448
--------------------------------------------------------------------------------


Investing activities

Interest received                                    3                2       11

Cash flow from associates                            3              (1)        3

Net cash flow from capital                        (53)             (70)
expenditure                                                                (139)

Net cash flow from                                (51)             (28)
acquisitions and disposals                                                  (43)

Sale/(purchase) of trading                          11              (2)
investments                                                                    5

Own shares purchased                               (8)              (6)     (10)
--------------------------------------------------------------------------------
Net  cash used in investing                       (95)            (105)
activities                                                                 (173)
--------------------------------------------------------------------------------


Financing activities

Share issues                                         -                -        -

Dividends paid to non-                             (9)              (6)
controlling interests                                                       (12)

Dividends paid to equity                          (66)             (59)
shareholders of the parent                                                 (103)

Net movement in borrowings                         203               57     (18)

Transactions with non-                             (6)                -
controlling interests                                                        (3)

Interest paid                                     (67)             (63)    (105)

Repayment of obligations                          (11)             (10)
under finance leases                                                        (20)
--------------------------------------------------------------------------------
Net cash flow from                                  44             (81)
financing activities                                                       (261)
--------------------------------------------------------------------------------


Net increase/(decrease) in cash, cash
equivalents and bank overdrafts
    12                                              80              (5)       14



Cash, cash equivalents and                         306              291
bank overdrafts at the
beginning of the period                                                      291

Effect of foreign exchange                         (3)                2
rate fluctuations on cash
held                                                                           1
--------------------------------------------------------------------------------
Cash, cash equivalents and                         383              288
bank overdrafts at the end
of the period                                                                306
--------------------------------------------------------------------------------

Notes to the half-yearly results announcement

1)  Basis of preparation and accounting policies

These condensed financial statements comprise the unaudited interim consolidated
results  of G4S plc ("the  group") for the six  months ended 30 June 2011. These
half-yearly  financial results do not comprise  statutory accounts and should be
read in conjunction with the Annual Report and Accounts 2010.

The  comparative figures for  the financial year  ended 31 December 2010 are not
the  company's  statutory  accounts  for  that  year.  Those  accounts have been
reported  on  by  the  company's  auditor  and  delivered  to  the  Registrar of
Companies. The report of the auditor was (i) unqualified, (ii) did not contain a
reference  to any  matters to  which the  auditor drew  attention by emphasis of
matter  without qualifying their report, and (iii) did not contain any statement
under section 498 (2) or (3) of the Companies Act 2006.

The  half-yearly results have been prepared in accordance with the going concern
concept  as the  group believes  that it  has adequate  resources to continue in
operational existence for the foreseeable future.

The  condensed  financial  statements  of  the  group  presented in this interim
announcement  have  been  prepared  in  accordance with IAS 34 Interim Financial
Reporting  as  adopted  by  the  European  Union,  and  with  the Disclosure and
Transparency  Rules of the Financial Services Authority. The accounting policies
applied  are the same as those set out in the group's Annual Report and Accounts
2010, as adjusted for the effects of:

  * IAS  24 Related Party Transactions (Revised). The revised standard clarifies
    the  definitions  of  a  related  party.  The  new  definitions  emphasise a
    symmetrical  view of  related party  relationships as  well as clarifying in
    which  circumstances persons and key management personnel affect the related
    party  relationships of an entity. The adoption of this revised standard did
    not have any impact on the financial position or performance of the group.


  * IFRIC  14 Prepayments  of  a  Minimum  Funding  Requirement (Amendment). The
    amendment provides further guidance on assessing the recoverable amount of a
    net  pension asset. The amendment permits  a prepayment of a minimum funding
    requirement  by an entity to be recognised  as a pension asset. The adoption
    of   this  interpretation  had  no  effect  on  the  financial  position  or
    performance of the group.

.
  * IFRS  7 Financial Instruments: Disclosures (Amendment). The amendments state
    that   qualitative  disclosures  should  be  made  in  the  context  of  the
    quantitative  disclosures  to  better  enable  users to evaluate an entity's
    exposure to risks arising from financial instruments.


  * IAS  1 Presentation  of  Financial  Statements  (Amendment).  The amendments
    clarify  that disaggregation of changes in  each component of equity arising
    from  transactions recognised in other comprehensive income also is required
    to  be presented, but may be presented either in the statement if changes in
    equity or in the notes.


The  financial information in these condensed  financial statements for the half
years to 30 June 2011 and 30 June 2010 have been neither audited nor reviewed.

The  comparative income statement for the six months ended 30 June 2010 has been
re-presented  for operations  qualifying as  discontinued during  the six months
ended  31 December 2010 and the  six months ended  30 June 2011. The comparative
income  statement for the year ended  31 December 2010 has been re-presented for
operations qualifying as discontinued during the six months ended 30 June 2011.
 For  the six  months ended  30 June 2010, revenue  has been  reduced by £3m but
there  has been no change  to PBT to the  figures published previously.  For the
year  ended 31 December 2010, revenue has  been reduced by £5m  and PBT has been
increased by £1m compared to the figures published previously.

The  presentation of the  consolidated financial statements  has been changed to
round  results to the nearest £1m whereas  in the previous half yearly statement
they  were rounded to  the nearest £0.1m.  This change has  required the 30 June
2010 figures  to  be  restated  and  as  a  result  there  are  some  immaterial
inconsistencies between the restated rounded 30 June 2010 figures in the 30 June
2011 accounts compared to the same figures disclosed to the nearest £0.1m in the
2010 accounts.  In  addition  there  may  be immaterial rounding inconsistencies
between  the notes to  the accounts and  the primary statements  for the 30 June
2010 figures.


 2)  Operating segments

The group operates in two core product areas: secure solutions and cash
solutions which represent the group's reportable segments. For each of the
reportable segments, the group's CEO (the chief operating decision maker)
reviews internal management reports on a regular basis. The group operates on a
worldwide basis and derives a substantial proportion of its revenue, PBITA and
PBIT from each of the following geographical regions: Europe (comprising the
United Kingdom and Ireland, and Continental Europe), North America, and New
Markets (comprising the Middle East and Gulf States, Latin America and the
Caribbean, Africa, and Asia Pacific).
Notes to the half-yearly results announcement (continued)
Segment information for continuing operations is presented below:

Segment revenue
                                     Six months ended Six months ended     Year
 Revenue by reportable segment                                            ended

                                             30.06.11         30.06.10 31.12.10

                                                   £m               £m       £m
--------------------------------------------------------------------------------


 Secure Solutions
+------------------------------------------------------------------------------+
|      UK and Ireland                             612              572    1,179|
|                                                                              |
|      Continental Europe                         746              718    1,433|
+------------------------------------------------------------------------------+
    Europe                                      1,358            1,290    2,612

    North America                                 818              820    1,676
+------------------------------------------------------------------------------+
|      Middle East and Gulf States                219              235      465|
|                                                                              |
|      Latin America and the                                                   |
|Caribbean                                        198              160      356|
|                                                                              |
|      Africa                                     173              164      333|
|                                                                              |
|      Asia Pacific                               320              287      600|
+------------------------------------------------------------------------------+
    New Markets                                   910              846    1,754
--------------------------------------------------------------------------------
 Total Secure Solutions                         3,086            2,956    6,042
--------------------------------------------------------------------------------


 Cash Solutions

    Europe                                        437              448      891

    North America                                  53               54      106

    New Markets                                   185              171      353
--------------------------------------------------------------------------------
 Total Cash Solutions                             675              673    1,350
--------------------------------------------------------------------------------
 Total revenue                                  3,761            3,629    7,392
--------------------------------------------------------------------------------

Segment result
                                     Six months ended Six months ended     Year
 PBITA by reportable segment                                              ended

                                             30.06.11         30.06.10 31.12.10

                                                   £m               £m       £m
--------------------------------------------------------------------------------


 Secure Solutions
+------------------------------------------------------------------------------+
|      UK and Ireland                              50               45      103|
|                                                                              |
|      Continental Europe                          36               34       78|
+------------------------------------------------------------------------------+
    Europe                                         86               79      181

    North America                                  46               46       96
+------------------------------------------------------------------------------+
|      Middle East and Gulf States                 17               19       44|
|                                                                              |
|      Latin America and the                                                   |
|Caribbean                                         15               10       26|
|                                                                              |
|      Africa                                      19               18       33|
|                                                                              |
|      Asia Pacific                                21               20       40|
+------------------------------------------------------------------------------+
    New Markets                                    72               67      143
--------------------------------------------------------------------------------
 Total Secure Solutions                           204              192      420
--------------------------------------------------------------------------------


 Cash Solutions

    Europe                                         37               43      101

    North America                                   -                2        4

    New Markets                                    23               23       44
--------------------------------------------------------------------------------
 Total Cash Solutions                              60               68      149
--------------------------------------------------------------------------------
 Total PBITA before head office
 costs                                            264              260      569

 Head office costs                               (25)             (22)     (41)
--------------------------------------------------------------------------------
 Total PBITA                                      239              238      528
--------------------------------------------------------------------------------


 Result by business segment



 Total PBITA                                      239              238      528

 Amortisation of acquisition-                    (43)             (43)
 related intangible assets                                                 (88)

 Acquisition-related expenses                     (1)                -      (4)
--------------------------------------------------------------------------------
 Total PBIT                                       195              195      436
--------------------------------------------------------------------------------


 Secure Solutions                                 171              161      352

 Cash Solutions                                    49               56      125

 Head office costs                               (25)             (22)     (41)
--------------------------------------------------------------------------------
 Total PBIT                                       195              195      436
--------------------------------------------------------------------------------

Notes to the half-yearly results announcement (continued)

3)  Profit from operations before interest and taxation

The income statement can be analysed as follows:

                                      Six months ended Six months ended     Year
Continuing operations                                                      ended

                                              30.06.11         30.06.10 31.12.10

                                                    £m               £m       £m
--------------------------------------------------------------------------------


Revenue                                          3,761            3,629    7,392

Cost of sales                                  (2,986)          (2,850)  (5,807)
--------------------------------------------------------------------------------
Gross profit                                       775              779    1,585

Administration expenses                          (581)            (586)  (1,154)

Share of profit from associates                      1                2        5
--------------------------------------------------------------------------------
Profit from operations before                      195              195
interest and taxation                                                        436
--------------------------------------------------------------------------------

Included   within   administration  expenses  is  the  amortisation  charge  for
acquisition-related intangible assets and acquisition-related expenses.


4)  Discontinued operations

During  the period the  security solutions business  in Russia was classified as
discontinued.  In the  previous year  the cash  solutions business in Taiwan was
classified as discontinued and this was disposed of on 15 July 2010


Notes to the half-yearly results announcement (continued)

5)  Acquisitions

Current Period Acquisitions

During  the period the group purchased the entire share capital of Munt Centrale
Holland  B.V., a coin management service company  based in the Netherlands on 1
January  2011 and  The  Cotswold  Group  Limited,  the  UK's  market  leader  in
surveillance,  fraud, analytics, intelligence and  investigations services on 8
April   2011. The   group  also  acquired  the  offender  monitoring  technology
operations of Guidance Limited on 27 April 2011.

The  following table  sets out  the book  values and  provisional fair values at
acquisition  of the  identifiable assets  and liabilities  acquired by the group
during the period:



                                                        Fair value

                                            Book value adjustments    Fair value

                                                    £m          £m            £m
--------------------------------------------------------------------------------
Intangible assets                                    -          17            17

Property, plant and equipment                        9         (2)             7

Inventories                                          2           -             2

Trade and other receivables                          7         (1)             6

Cash and cash equivalents                            8           -             8

Trade and other payables                           (5)           -           (5)

Current tax liability                              (1)           -           (1)

Provisions                                           -         (2)           (2)

Borrowings                                           -           -             -

Deferred tax liabilities                           (1)         (4)           (5)
--------------------------------------------------------------------------------
Net assets acquired of subsidiary
undertakings                                        19           8            27

Goodwill                                                                      15
--------------------------------------------------------------------------------
Total purchase consideration                                                  42
--------------------------------------------------------------------------------

Satisfied by:

Cash                                                                          39

Deferred consideration                                                         3
--------------------------------------------------------------------------------
Total purchase consideration                                                  42
--------------------------------------------------------------------------------


Adjustments  made to identifiable  assets and liabilities  on acquisition are to
reflect  their  fair  value.  These  include the recognition of customer-related
intangible   assets  amounting  to  £17m  attributable  to  the  acquisition  of
subsidiary  undertakings. The fair values of net assets acquired are provisional
and  represent  estimates  following  a  preliminary  valuation  exercise. These
estimates may be adjusted to reflect refinements in their valuation and also any
development  in the  issues to  which they  relate. Final fair value adjustments
will,  if required, be  set out in  the group's 2011 Annual  Report and Accounts
and/or in the group's 2012 Annual Report and Accounts as appropriate.

The  goodwill arising  on acquisitions  can be  ascribed to  the existence  of a
skilled,  active workforce  and the  opportunities to  obtain new  contracts and
develop  the business.  Neither  of these meets  the criteria for recognition as
intangible assets separable from goodwill.


Prior period acquisitions

The  purchase  consideration  and  provisional  fair values of acquisitions made
during  the financial  year to  31 December 2010 and  their contribution  to the
group's  results  for  the  year  are  set  out in the group's Annual Report and
Accounts  2010. No material adjustments have been  made during the six months to
30 June  2011 to the  provisional calculation  of the  fair values of assets and
liabilities  acquired during the  year to 31 December  2010.  In addition to the
£42m total consideration above the group has paid an additional £21m relating to
acquisitions  completed in prior  years which had  been recognised previously as
deferred consideration.







Notes to the half-yearly results announcement (continued)

6)  Finance income
                                      Six months ended Six months ended     Year
                                                                           ended

                                              30.06.11         30.06.10 31.12.10

                                                    £m               £m       £m
--------------------------------------------------------------------------------


Interest receivable                                  8                5       11

Expected return on defined                          46               44       87
retirement benefit scheme assets
--------------------------------------------------------------------------------
Total finance income                                54               49       98
--------------------------------------------------------------------------------


7)  Finance costs
                                      Six months ended Six months ended     Year
                                                                           ended

                                              30.06.11         30.06.10 31.12.10

                                                    £m               £m       £m
--------------------------------------------------------------------------------


Total group borrowing costs                       (55)             (55)    (110)

Finance costs on defined retirement               (45)             (47)     (93)
benefit obligations
--------------------------------------------------------------------------------
Total finance costs                              (100)            (102)    (203)
--------------------------------------------------------------------------------


8)  Taxation
                         Six months ended Six months ended     Year
                                                              ended

                                 30.06.11         30.06.10 31.12.10

                                       £m               £m       £m
-------------------------------------------------------------------


UK taxation                             4                2     (12)

Overseas taxation                    (34)             (37)     (64)
-------------------------------------------------------------------
Total taxation expense               (30)             (35)     (76)
-------------------------------------------------------------------

































Notes to the half-yearly results announcement (continued)


9)  Earnings per share attributable to ordinary shareholders of the parent

                                      Six months ended Six months ended     Year
                                                                           ended

                                              30.06.11         30.06.10 31.12.10

                                                    £m               £m       £m
--------------------------------------------------------------------------------
From continuing and
discontinued operations



Earnings

Profit for the period                                                        223
attributable to equity
holders of the parent                              108               94

Effect of dilutive                                                             -
potential ordinary
shares (net of tax)                                  -                -
--------------------------------------------------------------------------------
Profit for the purposes                                                      223
of diluted earnings per
share                                              108               94
--------------------------------------------------------------------------------


Number of shares (m)

Weighted average number                                                    1,406
of ordinary shares                               1,405            1,404

Effect of dilutive                                                             -
potential ordinary
shares                                               -                -
--------------------------------------------------------------------------------
Weighted average number
of ordinary shares for
the purposes of diluted
earnings per share                               1,405            1,404    1,406
--------------------------------------------------------------------------------




Earnings per share from continuing
and discontinued operations (pence)

Basic                                             7.7p             6.7p    15.9p

Diluted                                           7.7p             6.7p    15.9p
--------------------------------------------------------------------------------




From adjusted earnings



Earnings

Profit for the period                                                        223
attributable to equity
holders of the parent                              108               94

Adjustment to exclude                                                          9
loss from discontinued
operations                                           1                3

Adjustment to exclude
net retirement benefit
finance income (net of
tax)                                               (1)                2        4

Adjustment to exclude amortisation of
acquisition-related intangible assets
             (net of tax)                           31               31       64

Adjustment to exclude                                                          3
acquisition-related
expenses (net of tax)                                1                -
--------------------------------------------------------------------------------
Adjusted profit for the                                                      303
period attributable to
equity holders of the
parent                                             140              130
--------------------------------------------------------------------------------


Weighted average number                                                    1,406
of ordinary shares (m)                           1,405            1,404

Adjusted earnings per                                                      21.6p
share (pence)                                    10.0p             9.3p
--------------------------------------------------------------------------------


10)  Dividends

                                              Six months     Six months     Year
                                                   ended          ended    ended

                         Pence       DKK        30.06.11       30.06.10 31.12.10

                     per share per share              £m             £m       £m
--------------------------------------------------------------------------------


Amounts recognised
as distributions to
equity holders of
the parent in the
period



Final dividend for        4.16    0.3408
the year ended 31
December 2009                                          -             58       58

Interim dividend for
the six months ended
30 June 2010              3.17    0.2877               -              -       45

Final dividend for        4.73    0.4082
the year ended 31
December 2010                                         66              -        -


--------------------------------------------------------------------------------
Total                                                 66             58      103
--------------------------------------------------------------------------------

An  interim dividend of 3.42p (DKK 0.2928) per share, amounting to £48m, for the
six months ended 30 June 2011 will be paid on 14 October 2011 to shareholders on
the register on 9 September 2011.





Notes to the half-yearly results announcement (continued)

11)  Disposal groups classified as held for sale

Disposal  groups classified as held for  sale at 30 June 2010 primarily comprise
the  assets  and  liabilities  associated  with  the  cash solutions business in
Taiwan, sold on 15 July 2010.

12)  Analysis of net debt

A reconciliation of net debt to amounts in the condensed consolidated balance
sheet is presented below:

                                                         As at    As at    As at

                                                      30.06.11 30.06.10 31.12.10

                                                            £m       £m       £m
--------------------------------------------------------------------------------


Cash and cash equivalents                                  429      327      351

Investments                                                 69       92       82

Net debt included within assets held for sale                -      (2)        -

Current liabilities

   Bank overdrafts and loans                             (159)    (118)    (158)

   Obligations under finance leases                       (13)     (16)     (21)

   Fair value of loan note derivative financial             13       13       11
instruments

Non-current liabilities

   Bank loans                                            (803)    (660)    (574)

   Loan notes                                          (1,137)  (1,196)  (1,153)

   Obligations under finance leases                       (55)     (56)     (49)

   Fair value of loan note derivative financial             80      101       85
instruments
--------------------------------------------------------------------------------
Total net debt                                         (1,576)  (1,515)  (1,426)
--------------------------------------------------------------------------------



An analysis of movements in net debt in the period is presented below:

                                      Six months ended Six months ended     Year
                                                                           ended

                                              30.06.11         30.06.10 31.12.10

                                                    £m               £m       £m
--------------------------------------------------------------------------------






Increase/(decrease) in cash, cash
equivalents and bank overdrafts per                 80              (5)
condensed consolidated cash flow
statement                                                                     14

(Sale)/purchase of                                (11)                2
investments                                                                  (5)

(Increase)/decrease in debt                      (192)             (47)
and lease financing                                                           38
--------------------------------------------------------------------------------
Change in net debt                               (123)             (50)
resulting from cash flows                                                     47



Borrowings acquired with                             -              (1)
subsidiaries                                                                 (4)

Net additions to finance                           (9)              (3)
leases                                                                       (9)
--------------------------------------------------------------------------------
Movement in net debt in the                      (132)             (54)
period                                                                        34



Translation adjustments                           (18)             (28)     (27)

Net debt at the beginning                      (1,426)          (1,433)
of the period                                                            (1,433)
--------------------------------------------------------------------------------
Net debt at the end of the                     (1,576)          (1,515)
period                                                                   (1,426)
--------------------------------------------------------------------------------


13)  Related party transactions

No  related party transactions have  taken place in the  first six months of the
current  financial year which have materially affected the financial position or
the  performance of  the group  during that  period.  The  nature and amounts of
related party transactions in the first six months of the current financial year
are  consistent with  those reported  in the  group's Annual Report and Accounts
2010.





Non GAAP measure - cash flow

The  directors  consider  it  is  of  assistance  to  shareholders to present an
analysis  of the group's operating cash flow in accordance with the way in which
the  group is managed, together  with a reconciliation of  that cash flow to the
net   cash  flow  from  operating  activities  as  presented  in  the  condensed
consolidated cash flow statement.

Operating cash flow
For the six months ended 30 June 2011

                                      Six months ended Six months ended     Year
                                                                           ended

                                              30.06.11         30.06.10 31.12.10

                                                    £m               £m       £m
--------------------------------------------------------------------------------


PBITA before share of                              238              236
profit from associates
(group PBITA)                                                                522

Depreciation and amortisation of
intangible assets other than
acquisition-related                                 74               73      132

Movement in working                              (116)             (68)
capital and provisions                                                      (73)

Net cash flow from                                (53)             (70)
capital expenditure                                                        (139)
--------------------------------------------------------------------------------
Operating cash flow                                143              171      442
--------------------------------------------------------------------------------



Reconciliation of
operating cash flow

                                      Six months ended Six months ended     Year
                                                                           ended

                                              30.06.11         30.06.10 31.12.10

                                                    £m               £m       £m
--------------------------------------------------------------------------------


Net cash flow from operating
activities per condensed consolidated
statement of cash flow                             131              181      448

Net    cash   flow   from                         (53)             (70)    (139)
capital expenditure

Add-back cash flow from                              4                -       14
discontinued operations
and other items

Add-back additional                                 19               24       33
pension contributions

Add-back tax paid                                   42               36       86
--------------------------------------------------------------------------------
Operating cash flow                                143              171      442
--------------------------------------------------------------------------------



`

[HUG#1540271]

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