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Thu 13 Nov 2008, 9:00 SAB - SABMiller Plc - Interim Announcement
SAB
SOSAB                                                                           
SAB - SABMiller Plc - Interim Announcement                                      
SABMiller Plc                                                                   
JSEALPHA CODE: SAB                                                              
ISSUER CODE: SOSAB                                                              
ISIN CODE: GB0004835483                                                         
INTERIM ANNOUNCEMENT                                                            
13 November 2008                                                                
GOOD GROWTH ACHIEVED DESPITE DIFFICULT ENVIRONMENT                              
SABMiller plc, one of the world`s leading brewers with operations and           
distribution agreements across six continents, today reports its interim        
(unaudited) results for the six months to 30 September 2008.                    
OPERATIONAL HIGHLIGHTS                                                          
-    Lager volumes up 3%(1), with organic volumes slightly ahead of the high    
    prior year base                                                             
-    Organic constant currency revenue growth of 10%, with leading brands       
enabling firm pricing                                                       
-    Reported EBITA up 9%; up 2% on an organic constant currency basis          
-    Conditions and performance varied across business segments:                
-    Latin America performance mixed; EBITA(2) flat                             
-    Europe organic lager volume growth of 2% on very high comparables; share   
    gains in Poland and Romania; EBITA(2) down 6%                               
-    North America EBITA(2) up 18%, MillerCoors` integration on track           
-    Africa and Asia EBITA(2) up 7%; Africa lager volume growth remains         
strong at 11%; firm pricing in China                                        
-    South Africa lager volumes down 1%; mix shifting towards mainstream        
(1)  Following the inception of the MillerCoors joint venture the group has     
    revised its volume definitions.  Further details of these revised           
definitions can be found in the Financial review on page 15.                
(2)  EBITA growth is shown on an organic constant currency basis.               
                            Sept        Sept                   March            
                            2008        2007                   2008             
US$m        US$m        % change   US$m             
Revenue (a)                  11,166      10,781      4          21,410          
EBITA (b)                    2,225       2,036       9          4,141           
Adjusted profit before tax   1,860       1,773       5          3,639           
(c)                                                                             
Profit before tax            2,020       1,579       28         3,264           
Adjusted earnings (d)        1,128       1,036       9          2,147           
Adjusted earnings per share                                                     
(d)                                                                             
- US cents                   75.2        69.1        9          143.1           
- UK pence                   38.9        34.5        13         71.2            
- SA cents                   585.8       492.0       19         1,021.2         
Basic earnings per share     94.8        63.9        48         134.9           
(US cents)                                                                      
Interim dividend per share   16.0        16.0        -                          
(US cents)                                                                      
Graham Mackay, Chief Executive of SABMiller, said:                              
"Exceptional prior year volume growth and weakening consumer demand in          
certain markets presented a challenging start to the year.  However, we have    
continued to drive revenue growth and offset higher input costs through firm    
pricing while protecting volumes and increasing share in some key markets.      
This performance demonstrates the advantage of our diversified global           
footprint, the strength of our brands and operational capability. Our North     
American joint venture, MillerCoors, has made a promising start and is on       
track to deliver US$500 million per annum of cost savings by the third year     
of combined operations."                                                        
a)   Revenue excludes the attributable share of associates` and joint           
    ventures` revenue of US$3,056 million (2007: US$1,242 million).             
b)   Note 2 provides a reconciliation of operating profit to EBITA which is     
    defined as operating profit before exceptional items and amortisation of    
    intangible assets (excluding software) but includes the group`s share of    
    associates` and joint ventures` operating profit, on a similar basis.       
EBITA is used throughout the interim announcement.                          
c)   Adjusted profit before tax comprises EBITA less adjusted net finance       
    costs of US$358 million (2007: US$258 million) and share of associates`     
    and joint ventures` net finance costs of US$7 million (2007: US$5           
million).                                                                   
d)   A reconciliation of adjusted earnings to the statutory measure of profit   
    attributable to equity shareholders is provided in note 5.                  
                                September                    Organic,           
constant           
                                2008           Reported      currency           
Segmental EBITA performance      EBITA          growth        growth            
                                US$m           %             %                  
Latin America                    474            8             -                 
Europe                           725            16            (6)               
North America                    355            18            18                
Africa and Asia                  311            12            7                 
South Africa: Beverages          332            (18)          (10)              
South Africa: Hotels and Gaming  61             3             13                
Corporate                        (33)           -             -                 
Group                            2,225          9             2                 
BUSINESS REVIEW                                                                 
The first half year results reflect the high comparable growth rates achieved   
in the same period last year and the moderation of consumer demand in many of   
SABMiller`s markets.  However, across the group`s diversified global            
footprint there were areas of good growth, driven by enhanced operational       
execution and investment in brands.  Pricing was generally strong               
contributing to revenue growth of 10% on an organic constant currency basis.    
-    The emphasis across the Latin America region on raising the appeal of      
the beer category continued to yield results, with the group`s share of     
    the alcohol market in the region increasing steadily as investment in       
    new packaging, coupled with improvements to sales and distribution          
    infrastructure, gained traction. However, the on-going impact of higher     
lending rates on consumer confidence in Colombia has slowed volume          
    growth. Earnings have been impacted by commodity cost pressures,            
    competition in Peru and increased depreciation following our significant    
    capital investment programme.                                               
-    In Europe, performance was subdued following several years of strong       
    growth in volume and profit. Total organic lager volumes grew by 2% but     
    EBITA declined by 6% on an organic constant currency basis reflecting a     
    mixed picture across the region. Poorer weather, high distributor stocks    
and stronger pricing constrained volume growth in most markets,             
    particularly Russia and the Czech Republic. Volumes in Romania and the      
    UK grew strongly. We have led industry pricing higher in most markets       
    and our revenue per hectolitre was up 6% on an organic constant currency    
basis, but significant rises in input costs, general cost inflation,        
    higher investment and depreciation impacted margins.                        
-    The North America segment delivered a strong performance with EBITA up     
    18% in the first half with a good contribution from Miller Brewing          
Company in the first quarter and pleasing initial results from              
    MillerCoors following its inception on 1 July 2008. On a pro forma1         
    basis, MillerCoors` US sales to retailers (STRs) rose by 0.7% over the      
    three months to September after adjusting for an extra trading day.  Net    
revenue per barrel rose by 3% driven by robust growth of the Coors Light    
    brand and a good performance from the craft and import portfolios           
    incorporating Blue Moon, Leinenkugels and Peroni Nastro Azzurro.            
    MillerCoors is implementing its integration strategy across the business    
and is confident of delivering its stated goal of achieving US$500          
    million per annum of cost synergies by the third year of combined           
    operations.                                                                 
-    1)MillerCoors pro forma figures are based on results for Miller and        
Coors` US and Puerto Rico operations reported under International           
    Financial Reporting Standards (IFRS) and US GAAP respectively for the       
    quarter ended 30 September 2007. Adjustments have been made to reflect      
    both companies` comparative data on a similar basis including               
amortisation of definite-life intangible assets, depreciation reflecting    
    revisions to property, plant and equipment values and the exclusion of      
    exceptional items.                                                          
-    Lager volumes in Africa increased by 11% in markets that have so far       
been largely unaffected by the global financial conditions.  Angola,        
    Botswana, Zambia, Tanzania and Mozambique all reported good volume          
    growth as their economies continued to expand and sales execution was       
    improved.  Traditional beer saw record organic volume growth of 35%,        
owing to good performances in Zambia, Malawi and Botswana.  In China,       
    volume growth was ahead of the market as our associate, CR Snow,            
    recovered from a slow start to the year following the earthquake in         
    Sichuan and higher pricing.  In India, overall market share declined and    
in Australia our new venture is performing ahead of expectations.           
-    Lager volumes in South Africa were down 1% against the prior year in       
    which the group had less competition in the premium segment. Consumers      
    continued to feel the effects of higher food and fuel prices.  Two price    
increases and growth in the mainstream segment from brands such as Hansa    
    Pilsener and Castle Lager, have partially offset slower premium sales       
    and the adverse mix effects.  However, continuing rises in raw material     
    and distribution costs, an increase in depreciation as well as some         
losses on raw material forward exchange contracts contributed to a          
    decline in EBITA margin of 360 basis points.  The company`s premium         
    brand portfolio was enhanced by the successful launch of new brands into    
    the market. Soft drinks volumes grew 2%.                                    
Aggregated beverage volumes were 191 million hectolitres (hl).  Aggregated      
reported lager volumes were up 9% to 159 million hl including acquisitions in   
the Netherlands and China. Reported EBITA of US$2,225 million was up by 9%      
and included a benefit of 7% from favourable weighted average currency          
exchange rates. The group EBITA margin decreased to 15.6%, 130 basis points     
below the prior year, reflecting higher commodity costs and investment across   
the group. The capital investment programme continued, increasing capacity      
and operational efficiency with brewery expansions in Poland and Romania and    
the ongoing construction of new breweries in Russia, Angola and Mozambique.     
Net cash generated from operations before working capital movements (EBITDA)    
was 5.6% above the prior year, supporting the continued capital investment.     
The group`s gearing increased during the period to 53.6% from 49.7% at year     
end. Adjusted earnings and adjusted earnings per share are up by 9%, to         
US$1,128 million and 75.2 US cents respectively for the first six month         
period.  An interim dividend of 16 US cents per share will be paid to           
shareholders on                                                                 
5 December 2008.                                                                
OUTLOOK                                                                         
We have achieved good growth over the period despite a difficult environment,   
with underlying performance enhanced by beneficial currency movements. The      
deterioration in global economic conditions is causing weakening consumer       
demand in many of our markets. Cost pressures will continue and the strength    
of the US dollar relative to the group`s major currencies is expected to        
adversely affect reported results.                                              
Our diversified geographical footprint and strong portfolio of brands puts us   
in a strong competitive position.  We are reviewing spending and investment     
plans in the light of the current uncertain environment but, given our sound    
financial position, we will continue to invest selectively to support future    
growth.                                                                         
Enquiries:                                                                      
                  SABMiller plc                  Tel:   +44 20 7659 0100        
                                                                                
Sue Clark          Director of Corporate Affairs  Mob: +44 7850 285471          
                                                                                
Gary Leibowitz     Senior Vice President,         Mob: +44 7717 428540          
                  Investor Relations                                            

Nigel Fairbrass    Head of Media Relations        Mob: +44 7799 894265          
A live audiocast of the management presentation to analysts will begin at       
9.30am (GMT) on 13 November 2008.                                               
This announcement, a copy of the slide presentation and video interviews with   
management are available on the SABMiller plc website at www.sabmiller.com.     
Video interviews with management can also be found at www.cantos.com.           
High resolution images are available for the media to view and download free    
of charge from www.newscast.co.uk.                                              
Copies of the press release and detailed Interim Announcement are available     
from the Company Secretary at the Registered Office, or from                    
2 Jan Smuts Avenue, Johannesburg, South Africa.                                 
Registered office: SABMiller House, Church Street West, Woking, Surrey GU21     
6HS                                                                             
Incorporated in England and Wales (Registration Number 3528416)                 
Telephone: +44 1483 264000                                                      
Telefax: +44 1483 264117                                                        
OPERATIONAL REVIEW                                                              
Following the inception of the MillerCoors joint venture the group has          
revised its volume definitions.  Further details can be found in the            
Financial review on page 15.  All current and prior period volume figures and   
growth rates in the following operational reviews are presented under the new   
volume definition.                                                              
LATIN AMERICA                                                                   
Sept          Sept                         
Financial summary                     2008          2007          %             
Group revenue (including share of     2,848         2,453         16            
associates) (US$m)                                                              
EBITA* (US$m)                         474           438           8             
EBITA margin (%)                      16.6          17.8                        
Sales volumes** (hl 000)                                                        
- Lager                               18,260        17,757        3             
- Soft drinks                         9,467         9,144         4             
- Soft drinks (organic)               9,467         9,058         5             
*In 2008 before exceptional items of US$Nil million (2007: US$52 million        
being integration and restructuring costs in Latin America of US$69 million     
less the net profit on the sale of the soft drinks and juice businesses in      
Costa Rica and Colombia of US$17 million respectively).                         
**Volume figures have been restated for the prior period following the          
revision of the group`s volume definitions (see page 15).                       
The region faced a number of challenges in the first half of the year, most     
notably in Colombia, and underlying EBITA performance in the period was         
muted. The region delivered EBITA growth of 8% aided by favourable exchange     
rates but on an organic constant currency basis EBITA was flat. Revenue per     
hl on an organic constant currency basis increased by 7% but margins have       
been impacted by aggressive competition in the economy segment in Peru,         
increased commodity costs and higher depreciation as a result of the capital    
investment programme. Fixed cost productivity across the region has been a      
major area of focus and has partially mitigated the impact of these margin      
pressures.  The region continues to build differentiated portfolios and raise   
the appeal of the beer category through activities such as the recent Club      
Premium launch in Ecuador, the small pack innovation in Colombia and the        
focus on the premium Cusquena brand in Peru. At the same time increased         
attention is being focused on execution at the point of sale and revenue        
enhancement.                                                                    
Lager volumes in COLOMBIA decreased 3% against high comparatives and as a       
result of pressures on discretionary disposable income from high interest       
rates and increasing inflation. However, our share of the alcohol market has    
increased steadily over the period and stood at 67% at the end of September,    
a gain of 130 basis points over the prior year. Revenue growth benefited from   
an 8% price increase late last year and we have executed another price          
increase of 9% in October. There has been some displacement of volume from      
Aguila to Poker in the mainstream segment but the volume of our worthmore       
brands Club Colombia and Redd`s grew sharply. The first half has seen the       
launch of a new Aguila pack in the Pacific region, a 225ml returnable bottle,   
with initial volumes exceeding expectations. In the current environment,        
increased focus has been placed on operational efficiencies and improving       
service, and together with the benefit of pricing these measures resulted in    
an improvement in EBITA margin.  In line with the company`s strategy to focus   
on the brewing and distribution only of beer and malted beverages, the first    
half saw the company announce the disposal of its water brand, Brisa, for a     
cash consideration of approximately US$90m. This transaction is expected to     
be completed by the end of the financial year.                                  
IN PERU volume growth has been robust in a highly competitive environment.      
Lager volumes grew 10% with a particularly strong second quarter. Competition   
remains fierce with our two major competitors continuing to discount heavily    
and launch new brands, at low price points. During the first part of the        
year, with multiple brand launches and competitive activity, the economy        
segment grew to 30% of the market. We have been able to gain and hold clear     
leadership in this rapidly growing segment with the Pilsen Trujillo brand,      
despite selective price increases. In recent months the growth of the segment   
has been contained and its share has fallen to 25%. Our overall market share    
has stabilised since January and is currently 85%. Sales mix has been helped    
by market share gains in our worthmore portfolio with the Cusquena brand        
commanding a greater than 8% share.  Overall revenue per hl was flat in         
constant currency and margins were negatively impacted by commodity cost        
pressures. Much work has been done on the portfolio strategy and market         
mapping in Peru; new opportunities have been identified and are now being       
actively pursued.                                                               
In ECUADOR the first half of the year saw management continue to focus on       
building momentum through brand renovation and changes to the sales and         
distribution processes as well as substantial cooler investment. These          
initiatives were backed up by ongoing efforts aimed at achieving uniform        
pricing to the consumer across the country. These strategies have reaped        
rewards with lager volume growth of 14%. Outstanding growth was achieved by     
our local worthmore brand, Club Premium, driven not only by innovative          
marketing activation, but also more recently by the launch of the 550ml         
returnable bottle. Our flagship mainstream brand Pilsener continued to          
perform well following its renovation last year, growing at over 14%. New       
tank capacity has been installed at the Guayaquil plant and the modernisation   
of the Quito brewery is underway.                                               
In PANAMA the re-launch of our mainstream brand Atlas has met with mixed        
reaction in the market and this together with heavy discounting by our          
competitors has affected brand volumes. However, the re-launch of our brand     
Balboa has been successful with the brand growing strongly whilst growth of     
worthmore brands has been achieved, albeit off a low base.  Soft drinks have    
performed well with growth of 10%.                                              
Total volumes in HONDURAS grew by 7%, with growth in both lager and soft        
drinks. Lager volumes grew by 6% driven by worthmore volumes with notable       
performances from Barena and Miller brands, positively impacting mix. In June   
a price increase averaging 8% was implemented. Increased cooler investment in   
the trade, beer outlet penetration and third party sales support have also      
assisted volume growth.  Soft drinks volume growth was good at 8%, driven by    
the company owned brand Tropical which grew at over 15%. This has resulted in   
further market share gains with our share up 50 basis points on a 12 month      
moving annual basis. However volumes are being affected by a slowdown in the    
country`s economy with lower remittances from the USA and increased inflation   
affecting disposable income. Soft drinks price increases were also              
implemented on our main returnable glass pack (12 oz) as well as family PET     
packs (2.5l and 3.0l).                                                          
With tough trading conditions across all sectors in EL SALVADOR, the first      
half saw a decline of total volume of 1%, with soft domestic volumes            
partially offset by growing export sales, while soft drinks growth in the       
local market was subdued. High fuel and commodity prices, a slowing of          
remittances from the USA and continued political uncertainty have combined to   
soften growth. We continue to lead the soft drinks category with a 51% share,   
a good increase over the prior year.                                            
EUROPE                                                                          
Sept       Sept                          
Financial summary                       2008       2007         %               
Group revenue (including share of       4,010      2,876        39              
associates) (US$m)                                                              
EBITA* (US$m)                           725        622          16              
EBITA margin (%)                        18.1       21.6                         
Sales volumes** (hl 000)                                                        
- Lager                                 28,285     25,715       10              
- Lager organic                         26,219     25,715       2               
* In 2008 before net exceptional costs of US$10 million (2007: US$Nil) being    
the unwind of fair value adjustments on inventory following the acquisition     
of Grolsch.                                                                     
**Volume figures have been restated for the prior period following the          
revision of the group`s volume definitions (see page 15).                       
EUROPE`S performance was subdued on an organic constant currency basis          
following several years of strong growth in volume and profits. Total lager     
volume growth was 10% while organic growth was 2%. The half year cycled a       
strong comparative period when volumes grew 12% organically. Poorer weather,    
high distributor stocks and increased industry pricing constrained volume       
growth in most countries, particularly Russia and the Czech Republic, while     
in Romania and the UK volumes grew strongly. Significant increases in input     
costs particularly barley, malt and hops impacted margins. We have led          
industry prices higher in most markets and our revenue per hl was up 6% on an   
organic basis. Reported EBITA increased 16% benefiting from earlier strength    
in eastern European currencies and the acquisition of Grolsch, while organic    
constant currency EBITA declined 6%, as input cost pressures, general cost      
inflation, increased investment and depreciation all impacted margin.           
In POLAND, our domestic organic lager volumes were up 4% with all brands        
ahead of market growth. Consumer demand slowed sharply in the second quarter    
with total retail sales expanding at less than half the prior year`s rate.      
This, together with a cooler summer, saw industry beer volumes for the first    
half grow 1% compared with 8% in the prior period. Tyskie, the country`s        
leading brand with a 16% share, achieved 5% growth assisted by a complete       
renovation of its packaging and strong marketing centred on the Euro 2008       
soccer championships and the Olympic Games. Premium brand Lech was also up 5%   
with non-alcoholic variant Lech Free benefiting from the introduction of a      
new sleek can, as did premium brand Redd`s, up 17%. Zubr was up 3% with the     
introduction of new multi-packs. Our overall organic market share increased     
190 basis points to 42%. The integration of Browar Belgia is complete and the   
Wojak brand has recently been relaunched. In April, we increased prices by an   
average of 4% which assisted in offsetting brewing raw material cost            
increases. Capital expenditure is focused on completing the Tychy and Poznan    
brewery expansions.                                                             
In the CZECH REPUBLIC, the beer industry has experienced a wave of              
consolidation. We remain market leader, pursuing value rather than volume in    
a market which declined 4% and our market share decreased marginally. However   
revenue per hl is up 6%, reflecting our price increase in November 2007.        
Noteworthy brand performances came from Kozel up 8% following its crate         
upgrade and non-alcoholic Radegast Birell, up 14%, while mainstream Gambrinus   
declined by 10%. This decline, mainly in the on-premise channel, is being       
addressed with increased focus on higher value outlets. The iconic Pilsner      
Urquell brand showed a small decline, mainly reflecting lower tourism in        
Prague with the poorer summer weather and strong Czech currency.                
Significantly higher commodity costs (barley, hops and fuel) impacted           
margins. Capital expenditure has been directed at improving the export          
capability at the Plzen brewery.                                                
In ROMANIA, our volumes were up an encouraging 24% and our market share         
improved by more than 3%. The beer industry grew 5% as consumer disposable      
income has improved through real wage increases, access to credit and overall   
economic growth. This excellent performance was supported by our full brand     
portfolio, focused line extensions, much expanded off-premise channel           
visibility and increased PET packaging availability.  The key driver was a      
31% growth in Timisoreana to reach 14% market share, with Ciucas up 19%         
mainly through growth of its two litre PET package. In the premium segment,     
Peroni Nastro Azzurro doubled its volume, Ursus was up 5% and Redd`s far        
exceeded our expectations. Average selling prices have been increased by 8%,    
which is ahead of consumer price inflation. Brewing capacity is being           
expanded to 7 million hl.                                                       
In RUSSIA, the beer market slowed, with production statistics showing 3%        
growth (prior year 14%). The market has been affected by a number of factors    
including poor weather, sustained high inflation and, more recently, sharply    
deteriorating economic conditions. Moscow and its surrounding region posted a   
9% decline, according to AC Nielsen, while other regions showed some growth.    
Our sales to retailers (STRs) showed small growth resulting in a 40 basis       
point national market share gain to 6% but some share has been lost in the      
premium segment because of our weight in the large Moscow premium market. The   
beverage distribution channel generally has started to respond to the softer    
market conditions and reduce wholesaler stocks, a trend that will continue      
into the second half of the year. As a result, our sales to wholesalers         
(STWs) have reduced in the first half by 4%. Zolotaya Botchka was down 8% and   
Miller Genuine Draft (MGD) was down 20%. Pilsner Urquell, Redd`s and Holsten    
all showed good growth driven by packaging innovation, key account              
initiatives and regional distribution gains. Revenue per hl is up 12%           
reflecting two price increases during the period. Costs have been impacted by   
significant raw material increases, very high wage increases, rail tariffs up   
over 40% and an excise increase of 32% in January. In June 2008, we acquired    
LLC Vladpivo in the far-east region of Russia and in July we acquired CJSC      
Sarmat in the Ukraine. The integration of both acquisitions is progressing      
with production, technical and quality upgrade programmes in place. The         
construction of our greenfield brewery at Ulyanovsk is continuing according     
to plan.                                                                        
In ITALY, the economy is stagnant and unemployment is increasing. The beer      
market declined 6% while our branded volumes were down 2% with a market share   
gain of 70 basis points. Brand Peroni was up 1% benefiting from our             
sponsorship of the national soccer team at the European championships. Nastro   
Azzurro declined 9% as consumers traded down. Trade marketing and               
distribution advances in the affluent north of the country have improved        
outlet rate of sales and numeric distribution. A new "club" bottle was          
introduced enabling Nastro Azzurro to penetrate high-end outlets and brand      
Peroni reinforced its gastronomy platform targeting key consumption             
occasions. In July, a fire at the Bari brewery interrupted brewing and          
damaged cellars, but business continuity actions ensured 96% on-time, in-full   
order delivery.                                                                 
In the NETHERLANDS, consumer confidence indicators are sharply lower and the    
beer market decreased 2% mainly in the on-premise channel (down 4%). This       
decline in the on-premise channel can be partly attributed to the smoking ban   
introduced in July. Although volume declined 1%, our market share grew by 20    
basis points. The launches of a new swing-top green bottle and the innovative   
"Cheersch" home-draught system helped volumes. The pricing environment is       
very challenging, in a highly concentrated retail environment, and a 30%        
excise increase has been announced for January. Integration activities are on   
track.                                                                          
In HUNGARY, beer industry volumes contracted 7% as a result of deteriorating    
macroeconomic conditions and the continuing impact of fiscal austerity          
measures. Dreher`s volumes were down 11% partly reflecting wholesaler de-       
stocking.  Revenue per hectolitre is up 10% reflecting favourable pricing. In   
the UNITED KINGDOM, the premium lager market continues its decline, down 3%.    
Our volumes were up 17% with Peroni Nastro Azzurro ahead by 41% and Pilsner     
Urquell up 19%.                                                                 
NORTH AMERICA                                                                   
30 Sept       30 Sept                       
Financial summary                    2008          2007          %              
Group revenue (including share of    2,916         2,782         5              
joint ventures) (US$m)                                                          
EBITA* (US$m)                        355           300           18             
EBITA margin (%)                     12.2          10.8                         
Sales volumes** (hl 000)                                                        
- Lager - excluding contract         25,282        26,191        (3)            
brewing                                                                         
- Lager - contract brewing ***       3,276         4,065         (19)           
- Soft drinks                        39            54            (28)           
* In 2008 before an exceptional credit of US$437 million being the profit on    
the deemed disposal of the Miller business and exceptional costs of US$23       
million in relation to the integration and restructuring costs for              
MillerCoors, together with the group`s share of MillerCoors` integration and    
restructuring costs of US$17 million and the group`s share of the unwind of     
the fair value inventory adjustment of US$7 million (2007: US$Nil).             
** Volume figures have been restated for the prior period following the         
revision of the group`s volume definitions (see page 15).                       
*** Includes 172 (hl 000) relating to our share of contract brewing volumes     
produced by MillerCoors, the joint venture, on behalf of Miller Brewing         
International (MBI). These volumes are included in the `lager - excluding       
contract brewing` total when sold to third parties by MBI.                      
North America delivered a strong performance in the first half with a good      
contribution from Miller Brewing Company in the first quarter and strong        
initial results from MillerCoors following its inception on 1 July 2008.        
Results in the segment were further enhanced by the realisation of some         
profits on the sale of hops as surpluses in Miller were sold. EBITA was up      
18% for the six months when compared to the prior year.                         
FIRST QUARTER                                                                   
In the first quarter of our financial year, prior to the creation of the        
MillerCoors joint venture, Miller Brewing Company achieved a strong increase    
in EBITA, as a result of industry leading domestic net revenue per barrel and   
effective cost management, despite softer volumes in Miller`s core markets.     
Miller`s US domestic STRs were down 2.0% while reported STWs decreased by       
0.6%, as distributor inventories increased ahead of the summer peak.            
Contract brewing volumes were down 5.0%. Miller Lite STRs decreased 1.6% due    
to high prior year comparables and volume declines in the on-premise channel.   
Miller`s worthmore portfolio STRs increased 8.1% with an ongoing benefit from   
the launching of Miller Chill and strong double-digit growth in Peroni Nastro   
Azzurro.  Miller High Life continued to perform well delivering a 0.9%          
increase, and Steel Reserve grew 1.7%. The MGD 64 test in the Midwest and       
West regions performed ahead of expectations leading to a national roll-out.    
Domestic net revenue per barrel grew 3.3% driven mainly by favourable pricing   
and brand mix, and Miller`s EBITA margin increased as a result of the higher    
pricing, improved brand mix, and lower fixed costs despite pressure on input    
costs and an increase in marketing investment.                                  
SECOND QUARTER                                                                  
The Miller Brewing Company and the Coors Brewing Company combined their US      
and Puerto Rico operations with effect from 1 July 2008 to form MillerCoors.    
In the three months to 30 September, on a pro forma basis1, MillerCoors US      
STRs rose by 0.7% after adjusting for the extra trading day in the period       
(2.3% unadjusted), whilst MillerCoors STWs declined by 0.5% due to reductions   
in distributor inventory levels in the quarter.                                 
The company`s flagship premium light brand STRs were up 1.4% (3.0%              
unadjusted) versus the prior year.  Coors Light STRs increased 6.8% (8.5%       
unadjusted), due to gains in both distribution and rate of sale, while Miller   
Lite STRs decreased 3.6% (2.1% unadjusted) due to volume declines in the        
Midwest and Pacific regions as the brand cycled a strong volume comparison in   
the prior year.                                                                 
The craft and import portfolio rose 5.0% (6.6% unadjusted), led by the strong   
performance of Blue Moon, Leinenkugel`s and Peroni Nastro Azzurro.  The         
domestic above-premium portfolio, which includes Miller Chill, Sparks and       
Killian`s Irish Red, experienced a double-digit decline as Miller Chill         
cycled tough comparatives from the previous year, while facing a new            
competitive entry to the category.                                              
The premium regular segment grew 0.2% as Coors Banquet delivered double-digit   
growth offsetting Miller Genuine Draft declines.  Below premium brands grew     
2.3 percent as Keystone Light posted double-digit gains and Miller High Life    
continued to generate solid growth.                                             
MGD 64 continued to show strength ahead of expectations as consumers and        
retailers responded favourably to the national launch of this innovative        
premium light beer.  During its national roll-out, MGD 64 gained traction       
across the country as STRs rose 77% over prior year compared to MGD Light       
volume a year earlier.                                                          
Pricing remained strong as net revenue per barrel increased 3.0% on a pro       
forma basis. MillerCoors` revenue growth outlook for the balance of the year    
is expected to remain strong, as the company implemented selective price        
increases on the majority of its beer volume in September and October this      
year.  Net sales mix was virtually unchanged, with strong growth by the         
company`s premium light, craft and import brands largely offset by cycling      
significant Miller Chill load-in volumes in the prior year.                     
Cost of goods sold per barrel increased, as reductions related to legacy        
savings initiatives by Miller Brewing Company (Project Unicorn) and Coors       
Brewing Company (Resources for Growth) were more than offset by increased       
commodity and fuel pricing costs.                                               
Marketing, general and administrative expense decreased due to the non-         
recurrence of prior year Miller Chill launch costs, which were partially        
offset by MGD 64 launch costs this year.                                        
MillerCoors is working aggressively to deliver its stated goal of achieving     
US$500 million of cost synergies in the first three years of combined           
operations commencing 1 July 2008.  The company plans to deliver its initial    
commitment of US$50 million of cost synergies in the first year of combined     
operations ending 30 June 2009.  These savings will be divided approximately    
evenly between the second half of 2008 and the first half of 2009. In           
addition, MillerCoors is on track to deliver US$350 million of savings in       
year two with approximately US$175 million delivered in the second half of      
2009. The remaining US$100 million of savings will be delivered in year three   
ending 30 June 2011.                                                            
In the first quarter of operation, MillerCoors began its brewery network        
optimisation project to shift volume and brew both Miller and Coors products    
throughout its expanded network of eight major breweries.  The projects will    
be phased in at the breweries over the next 18 months.  The moves will reduce   
shipping distances which will drive products to market quicker, generating      
significant savings.  The company continues to integrate its information        
systems to enable robust data sharing and analysis within the commercial        
enterprise, further minimise duplicate systems and reduce costs.  The           
MillerCoors employee selection process is nearing completion, and the full      
sales organisation selection will be completed in November 2008.                
AFRICA AND ASIA                                                                 
                                        30 Sept     30 Sept                     
Financial summary                        2008        2007         %             
Group revenue (including share of        2,255       1,703        32            
associates and joint ventures) (US$m)                                           
EBITA (US$m)                             311         277          12            
EBITA margin (%)                         13.8        16.3                       
Sales volumes* (hl 000)                                                         
- Lager                                  32,184      30,712       5             
- Lager organic                          31,269      30,712       2             
- Soft drinks                            4,084       4,553        (10)          
- Soft drinks organic                    4,078       3,659        11            
- Other alcoholic beverages              2,091       1,523        37            
*Volume figures have been restated for the prior period following the           
revision of the group`s volume definitions (see page 15).                       
Africa performed strongly with total organic sales volume growth of 14% over    
prior year. Asia delivered lager volume growth of 4%, with significant price    
increases in China. Pricing was strong with revenue, on an organic constant     
currency basis, up 31% in Africa and 24% in Asia. EBITA from the region was     
up 12%, 7% on organic constant currency basis, despite significant input cost   
pressure.                                                                       
AFRICA                                                                          
Lager volumes for Africa grew 11% for the period, while soft drinks advanced    
12%. Traditional beer grew strongly to record 35% organic growth, due to very   
good performances in Zambia, Botswana and Malawi. Despite increasing global     
uncertainty and the threat of a global economic slowdown, our African markets   
showed strong volume growth momentum.                                           
TANZANIA grew strongly with lager volumes increasing by 9%. Sales volume        
growth accelerated to double digits in the second quarter due to focused in-    
trade activities aimed at regaining market share in a competitive               
environment. Our brand portfolio is strongly positioned to capture growth by    
competing across all the key segments in the market. Ndovu, Safari and Eagle    
all performed well over the period. Rising input costs were evident but were    
mitigated by operating efficiencies and a stable local currency. We have        
commenced building a new 0.5 million hl brewery in the Southern region to       
meet demand in that area.                                                       
MOZAMBIQUE continued to grow, albeit at lower levels after five years of        
exceptional growth.  The brand portfolio is in good shape, appropriately        
differentiated across all segments to drive consumer demand.  Volumes in the    
North have continued to grow at a faster rate than in the South and we have     
commenced building a brewery in Nampula which will enable us to develop the     
Northern area further.                                                          
BOTSWANA performed well over the period with lager volumes advancing 31% on     
prior year, while traditional beer posted growth of 16%. The recently           
launched new returnable bottle has driven greater affordability, reducing the   
cost per serving and now represents 12% of total volumes. There was an          
element of stock build by the trade in anticipation of the imposition by the    
government of a 30% duty on alcohol. We continue to work with the government    
around this issue, but we believe that a levy will be imposed in the second     
half which will dampen volumes.                                                 
ANGOLA remains an attractive market with an economy that is growing extremely   
fast. Our soft drinks volumes grew 16% in the period, but continued to be       
restrained by poor infrastructure in the country. The key point of entry (the   
Luanda harbour) is constantly congested and limits our ability to meet          
demand. Some of these pressures will be alleviated through investments by our   
suppliers in local can and bottle manufacturing facilities. In turn we are      
expanding our own capacity through the construction of a new 2 million hl       
soft drinks facility and the construction of a brewery in Luanda North. In      
the South, our brewery performed well with volume growth of 31%, following      
our investment in new capacity.                                                 
In the premium segment, we have launched Peroni Nastro Azzurro and Miller       
Genuine Draft in key markets with favourable results. We plan to launch         
Grolsch to further enhance our premium brand portfolio while continuing our     
activities in the regional premium segment with brands such as Castle Lager,    
Redd`s and Castle Milk Stout.                                                   
Traditional sorghum-based beer grew exceptionally strongly, with excellent      
results from Zambia, Malawi and Botswana. The category continues to play an     
important part in our African portfolio and is less vulnerable to               
international commodity cost increases given its use of local raw materials.    
CASTEL enjoyed further growth over the period with lager volumes advancing 9%   
on the back of excellent growth in Angola and Ethiopia and an acquisition in    
Guinea which accounted for 1% of growth. The soft drinks portfolio grew by      
12% with good growth in most markets and strong performances in the Congo,      
Tunisia and Algeria.                                                            
EBITA margins for our African businesses came under pressure from increasing    
commodity costs, however robust pricing and the portfolio benefit of having     
soft drinks and traditional beer mitigated some of these cost pressures.        
ASIA                                                                            
In CHINA, our associate CR Snow experienced a slow start to the year, with      
flat organic volumes following unprecedented price increases, and the effects   
of an earthquake in Sichuan, one of our key markets. However, the second        
quarter showed recovery in volume growth, and market share gains as the         
consequences of the earthquake began to abate and consumers began to accept     
the new pricing levels in the context of increasing inflation across many       
consumer goods categories. However, heavy flooding in certain markets still     
influenced our overall performance in the second quarter. EBITA growth of 21%   
was achieved against a background of marginal volume growth and rising          
commodity costs. We believe that the pricing actions will have a positive       
impact on the long-term profitability of the Chinese market.                    
Growth in INDIA moderated, largely as a result of a deliberate reduction in     
supply to the key Andhra Pradesh market initiated in response to local          
government restrictions on pricing. Overall market share (including Andhra      
Pradesh) declined as a result, but good trading momentum was experienced in     
all other regions, with the northern region in particular outperforming.        
Our new venture in AUSTRALIA continues to perform well. In VIETNAM our          
business is performing below expectations, with corrective action planned.      
SOUTH AFRICA: BEVERAGES                                                         
                                        30 Sept    30 Sept                      
Financial summary                        2008       2007        %               
Group revenue (including share of        2,007      2,016       -               
associates) (US$m)                                                              
EBITA (US$m)                             332        405         (18)            
EBITA margin (%)                         16.5       20.1                        
Sales volumes* (hl 000)                                                         
- Lager                                  12,307     12,478      (1)             
- Soft drinks                            7,396      7,253       2               
- Other alcoholic beverages              572        533         7               
*Volume figures have been restated for the prior period following the           
revision of the group`s volume definitions (see page 15).                       
The economic outlook in South Africa has deteriorated over the first half of    
the year as consumers continue to feel the effects of higher food and fuel      
prices. Rising inflation, which is up 7% to 13% over the year to July 2008,     
and higher interest rates, have restricted economic growth, culminating in a    
5.5% year-on-year decline in retail sales as at August 2008.                    
Volume performance across both the beer and soft drinks operations was          
satisfactory but premium volume performance was adversely affected by higher    
food and fuel prices and in beer, increased competition in the segment. EBITA   
declined 10% on an organic constant currency basis and margins reduced as the   
business experienced the impacts of higher commodity and diesel costs, a        
weakening currency, higher incremental costs associated with the direct store   
delivery strategy and higher container depreciation costs, as a result of the   
replacement of the 750ml returnable bottle population. Despite the current,     
tough operating environment, the business increased its investment in           
marketing spend, which included core brand packaging upgrades, new premium      
brand introductions and marketing campaigns.                                    
Beer volumes for the six months were 1% down on the prior year, driven by       
lower premium sales which were partially offset by growth in mainstream beer    
sales as consumers traded down due to the tough economic environment. Lower     
Hansa Marzen Gold and Castle Lite sales accounted for the bulk of the decline   
in premium sales, partly due to the return to wide availability of a            
competitor premium brand.                                                       
Our brand portfolio was bolstered by the recent launch of three new brands.     
Grolsch, the iconic Dutch premium lager brand acquired by the group in the      
previous year, was launched in June this year in both the 450ml swing top and   
330ml returnable packs. In addition, Blakes and Doyle, a premium, dry apple     
ale was launched in September to expand our range of flavoured alcoholic        
beverages. Dreher, also launched in September, is a premium lager brand from    
Hungary with three distinctive hop varieties brewed to deliver an aromatic,     
flavoursome beer. Over and above these new brand additions, Miller Genuine      
Draft received a comprehensive pack renovation.                                 
Soft drinks volumes grew 2% driven by growth in sparkling soft drinks.          
Alternative beverages declined by 1% partially driven by the discontinuation    
of a number of low margin fruit cordial brands.                                 
Revenue grew by 9% on an organic constant currency basis. Price increases       
taken on both beer and soft drinks products in the first quarter of this        
calendar year contributed to this revenue growth, although the increases were   
below inflation. As a result of the continuing commodity cost pressures in      
the beer and soft drinks businesses, further price increases were taken in      
the second quarter of the year. Prices of bulk mainstream beer returnable       
packs were increased from 1 September and a marginal increase was taken         
across all soft drinks products in August.                                      
Despite revenue growth, higher raw material input costs, substantially higher   
fuel prices and incremental container depreciation costs saw margins            
contracting over the first half of the year. Brewing raw material costs, in     
particular barley and hops, as well as increased resin and sugar prices in      
the soft drinks business, accounted for the bulk of the raw material cost       
increases.                                                                      
Distribution costs, which rose in excess of 30% in the prior year, were up a    
further 19%. The weakening rand, coupled with higher international crude oil    
prices, drove local diesel prices up in excess of 60%. Better fleet             
utilisation efficiencies in the current year partially mitigated incremental    
distribution costs associated with increased outlet servicing.                  
Container depreciation costs have increased significantly in the first six      
months of the year as a result of the injection of new 750ml returnable         
bottles in line with the replacement of the old bottle population. This         
project, which commenced in April 2007, is largely complete and all seven       
breweries were running the new 750ml bottles by September 2008.                 
EBITA for the period declined by 10% on an organic constant currency basis as   
revenue benefits generated from price increases were more than offset by        
higher raw material, distribution and depreciation costs as well as lower       
sales volumes and adverse mix effects in the beer business. EBITA was also      
adversely impacted by the reversal of foreign currency gains booked in the      
prior financial year on procurement-related contracts. EBITA margins declined   
to 16.5%.                                                                       
The formulation of the liquor industry`s Broad Based Black Economic             
Empowerment (BBBEE) sector code continues with the involvement of the           
Department of Trade and Industry and key industry players.                      
Sales of APPLETISER showed reduced growth affected by supply constraints.       
DISTELL continues to exhibit strong domestic and international volume and       
revenue growth combined with operating efficiencies that have yielded           
improved profitability.                                                         
SOUTH AFRICA: HOTELS AND GAMING                                                 
                                        30 Sept      30 Sept                    
Financial summary                        2008         2007         %            
Group revenue (share of associates)      186          193          (3)          
(US$m)                                                                          
EBITA* (US$m)                            61           58           3            
EBITA margin (%)                         32.5         30.4                      
Revenue per available room (Revpar) -    75.56        68.29        11           
US$                                                                             
* In 2008 before exceptional costs of US$9 million in relation to the fair      
value mark-to-market losses on financial instruments (2007: US$Nil).            
The group is a 49% shareholder in the Tsogo Sun group, the half year results    
of which were influenced by slower economic growth resulting from higher        
inflation and interest rates, with consumer spending patterns affected by       
lower available disposable income.  The gaming division was negatively          
impacted by a new competitor casino to Montecasino.  In the hotels division,    
trading in the first quarter was good, although the second quarter was          
affected by reduced trade in the corporate, government and leisure segment.     
Increases in room rates led to revpar 11% above the prior year.                 
FINANCIAL REVIEW                                                                
NEW ACCOUNTING STANDARDS AND RESTATEMENTS                                       
The accounting policies followed are the same as those published within the     
Annual Report and Accounts for the year ended 31 March 2008 as amended for      
the changes set out in note 1, which have had no material impact on group       
results.  The Annual Report and Accounts for the year ended 31 March 2008 are   
available on the company`s website, www.sabmiller.com.  The balance sheet as    
at 31 March 2008 has been restated for further adjustments relating to          
initial accounting for business combinations, further details of which are      
provided in note 12.                                                            
SEGMENTAL ANALYSIS                                                              
The group`s operating results on a segmental basis are set out in the           
segmental analysis of operations, and the disclosures are in accordance with    
the basis on which the businesses are managed and according to the differing    
risk and reward profiles. SABMiller believes that the reported profit           
measures - before exceptional items and amortisation of intangible assets       
(excluding software), and including associates and joint ventures on a          
similar basis (i.e. before interest, tax and minority interests) - provide to   
shareholders additional information on trends and allow for greater             
comparability between segments. Segmental performance is reported after the     
specific apportionment of attributable head office service costs.               
DISCLOSURE OF VOLUMES                                                           
Following the inception of the MillerCoors joint venture, the group has         
revised its volume definitions.                                                 
In the determination and disclosure of sales volumes, the group aggregates      
100% of the volumes of all consolidated subsidiaries and its equity accounted   
percentage of all associates` and joint ventures` volumes.  Contract brewing    
volumes are excluded from volumes although revenue from contract brewing is     
included within revenue.  Volumes exclude intra-group sales volumes.  This      
measure of volumes is used in the segmental analyses as it more closely         
aligns with the consolidated group revenue and EBITA disclosures.               
In the determination and disclosure of aggregated sales volumes, the group      
aggregates 100% of the volumes of all consolidated subsidiaries, associated     
companies and joint ventures.  Contract brewing volumes are excluded from       
aggregated volumes although revenue from contract brewing is included within    
revenue.  Aggregated volumes exclude intra-group sales volumes.                 
ORGANIC, CONSTANT CURRENCY COMPARISONS                                          
The group discloses certain results on an organic, constant currency basis,     
to show the effects of acquisitions net of disposals and changes in exchange    
rates on the group`s results.  Organic results exclude the first twelve         
months` results of acquisitions and the last twelve months` results of          
disposals.  Constant currency results have been determined by translating the   
local currency-denominated results for the six months ended 30 September 2008   
at the exchange rates for the comparable period in the prior year.              
In relation to the MillerCoors joint venture no adjustments have been made in   
the calculation of organic results as the group`s share of the joint venture    
is deemed to be comparable with 100% of the Miller business in the              
comparative period.                                                             
ACQUISITIONS AND JOINT VENTURES                                                 
On 17 June 2008 the group acquired the Russian brewer LLC Vladpivo and on 4     
July 2008, it acquired a 99.84% interest in the Ukrainian brewer CJSC Sarmat.   
The total cost of both acquisitions was US$75 million.                          
On 30 June 2008, SABMiller and Molson Coors Brewing Company announced that      
they had completed the transaction to combine the US and Puerto Rico            
operations of their respective subsidiaries, Miller and Coors, in a joint       
venture, MillerCoors, which began operating as a combined entity on 1 July      
2008.   SABMiller has a 58% economic interest in MillerCoors and Molson Coors   
has a 42% economic interest.  Voting interests are shared equally between       
SABMiller and Molson Coors, and each of SABMiller and Molson Coors has equal    
board representation.                                                           
EXCEPTIONAL ITEMS                                                               
Items that are material either by size or incidence are classified as           
exceptional items. Further details on the treatment of these items can be       
found in note 3 to the financial information.                                   
Net exceptional credits of US$371 million (2007: US$52 million net charges)     
included net exceptional charges of US$33 million (2007: US$Nil) relating to    
our share of joint ventures` and associates` exceptional charges reported       
during the period. The net exceptional credit included a US$437 million         
profit on the deemed disposal of 42% of the US and Puerto Rico operations of    
Miller, partly offset by a charge of US$23 million related to MillerCoors`      
integration and restructuring costs and a charge of US$10 million relating to   
the unwinding of fair value adjustments on inventory relating to the            
acquisition of Grolsch.  Our share of joint ventures` and associates`           
exceptional items include a charge of US$17 million relating to our share of    
MillerCoors` integration and restructuring costs, US$7 million relating to      
our share of the unwinding of fair value adjustments on inventory in            
MillerCoors and a charge of US$9 million relating to fair value mark-to-        
market losses on financial instruments in Tsogo Sun.  In 2007, the net          
exceptional charge included final restructuring costs in Latin America of       
US$69 million, partly offset by a net profit of US$17 million on the disposal   
of soft drinks businesses in Costa Rica and Colombia.                           
BORROWINGS AND NET DEBT                                                         
Gross debt at 30 September 2008, comprising borrowings together with the fair   
value of derivative assets or liabilities held to manage interest rate and      
foreign currency risk of borrowings, has increased to US$9,741 million from     
US$9,733 million at 31 March 2008.  Net debt comprising gross debt net of       
cash and cash equivalents has increased to US$9,391 million from US$9,060       
million at 31 March 2008 mainly reflecting capital expenditure and the          
acquisitions of CJSC Sarmat and LLC Vladpivo.  An analysis of net debt is       
provided in note 10b.  The group`s gearing (presented as a ratio of             
debt/equity) has increased to 53.6% from 49.7% at 31 March 2008.  The           
weighted average interest rate for the gross debt portfolio at 30 September     
2008 was 8.1% (31 March 2008: 7.3%).                                            
On 17 July 2008, SABMiller plc announced the completion of a US$1,250 million   
bond issue.  The notes have been issued pursuant to Rule 144A and Regulation    
S under the US Securities Act of 1933 (as amended), in two tranches: US$550     
million of 5.5 year notes with a coupon of 5.70% and US$700 million of 10       
year notes with a coupon of 6.50%.  The net proceeds of the bond issue have     
been used to repay certain existing indebtedness.                               
On 28 July 2008, SABMiller plc announced the establishment of a Euro5,000       
million Euro Medium Term Note Programme to allow the group to further           
diversify its sources of funding in the future, although no notes have been     
issued under the programme at this time.                                        
On 15 August 2008 US$600 million 4.25% Guaranteed Notes 2008, originally        
issued by Miller Brewing Company but assumed by SABMiller plc on 30 June 2008   
matured and were refinanced in full by a three year committed bank facility.    
Subsequent to 30 September 2008 the maturity date on the US$1,000 million 364   
day facility was extended from October 2008 to 7 October 2009 with a one year   
term-out option.                                                                
FINANCE COSTS                                                                   
Net finance costs increased to US$384 million, a 49% increase on the prior      
period`s US$258 million. Finance costs in the current year include a net loss   
from the mark to market adjustments of various derivatives amounting to US$26   
million (2007: US$nil million) which are of a capital nature and for which      
the group has been unable to obtain hedge accounting. This loss has been        
excluded from the determination of adjusted earnings per share. Adjusted net    
finance costs were US$358 million, up 39%, reflecting an increase in net debt   
resulting from the group`s capital expenditure programmes and the               
acquisitions of CJSC Sarmat, LLC Vladpivo and Grolsch.  Interest cover, based   
on EBITDA and adjusted net finance costs, has decreased to 6.6 times from 8.6   
times in the prior comparable period.                                           
PROFIT BEFORE TAX                                                               
Adjusted profit before tax of US$1,860 million increased by 5% reflecting       
performance improvements across the businesses and translation of results       
into US dollars. On a statutory basis, profit before tax of US$2,020 million    
was up 28% on prior year including the impact of exceptional items and the      
mark to market movements in finance costs as noted above.                       
TAXATION                                                                        
The effective tax rate of 31.0% (2007: 33.5%) before amortisation of            
intangible assets (other than software) and exceptional items and the           
adjustment to interest noted above, is below that of the prior year,            
principally reflecting a more favourable geographic mix of profits across the   
group, local statutory rate reductions and ongoing initiatives to manage our    
effective tax rate.                                                             
EARNINGS PER SHARE                                                              
The group presents adjusted basic earnings per share to exclude the impact of   
amortisation of intangible assets (other than software) and other non-          
recurring items, which include post-tax exceptional items, in order to          
present a more meaningful comparison for the periods shown in the               
consolidated financial statements.  Adjusted basic earnings per share of 75.2   
US cents were up 9% on the comparable period in the prior year, reflecting      
the improved performance noted above.  An analysis of earnings per share is     
shown in note 5 to the condensed financial information. On a statutory basis,   
basic earnings per share are up 48% to 94.8 US cents.                           
GOODWILL AND INTANGIBLE ASSETS                                                  
Goodwill has decreased primarily due to the contribution of the Miller          
business to the MillerCoors joint venture and the deemed disposal of a 42%      
interest in the Miller business including the goodwill.  The goodwill           
associated with the joint venture is included within the investment in the      
joint venture.  Intangible assets have decreased since March as a result of     
the MillerCoors transaction partially offset by the identification and          
valuation of brands acquired with Grolsch.                                      
CAPITAL EXPENDITURE                                                             
The group has continued to invest in the business, and capital expenditure      
for the six months was US$1,245 million (2007: US$850 million) including        
brewery expansions in Poland and Romania and new breweries in Russia, Angola    
and Mozambique.  With effect from 1 July 2008, the capital expenditure for      
the MillerCoors joint venture is excluded from the consolidated capital         
expenditure reported.                                                           
Capital expenditure as reflected in US dollars has also been increased by the   
strengthening of currencies against the US dollar in certain markets. Capital   
expenditure including the capitalisation of intangible software costs is        
US$1,268 million (2007: US$884 million).                                        
CASH FLOW                                                                       
Net cash generated from operations before working capital movements (EBITDA)    
increased by 5.6% to US$2,355 million compared to the prior comparable          
period. The ratio of EBITDA to revenue is 21.1% (2007: 20.7%). Net cash         
generated from operating activities, of US$1,178 million is down 16%            
reflecting an increase in working capital, due principally to an increase in    
debtors in Europe, reflecting higher pricing, the payment of accrued            
retention bonuses in North America and an increase in inventory held in         
Africa and Asia together with higher net interest paid.                         
TOTAL EQUITY                                                                    
Total equity decreased from US$18,245 million (as restated) at 31 March 2008    
to US$17,527 million at 30 September 2008.  The decrease arose principally      
due to currency translation movements on foreign currency investments and       
dividend payments partly offset by profit in the period.                        
CURRENCIES: SOUTH AFRICAN RAND/COLOMBIAN PESO                                   
The rand weakened against the US dollar during the six months and ended the     
period at R8.30 to the US dollar, while the weighted average rand/dollar rate   
weakened by 9% to R7.79 compared with R7.12 in the comparable period.  The      
Colombian peso (COP) weakened against the US dollar during the six months and   
ended the period at COP2,175 to the US dollar compared with COP1,822 at 31      
March 2008, while the weighted average COP/dollar rate strengthened by 10% to   
COP1,827 compared to COP2,030 in the comparable period.                         
RISKS AND UNCERTAINTIES                                                         
The principal risks and uncertainties for the first six months and remaining    
six months of the financial year remain as reflected on page 8 of the 2008      
Annual Report. These are summarised as follows:                                 
- The risk that, as the industry consolidates, the group does not participate   
in attractive value-adding transactions, which may inhibit its ability to       
leverage additional scale benefits.                                             
- The risk that expected benefits from scale, entering new growth markets and   
spreading the group`s best operating practices may not be captured or may be    
inadequate, such that an appropriate return on capital is not achieved over     
time.                                                                           
- The risk that significant growth opportunities are not realised because the   
group fails to ensure the relevance and attractiveness of its brands and the    
enhancement of its brand marketing.                                             
- The risk that the group`s growth potential is jeopardised due to a failure    
to develop and retain a global management capability at a high level, or to     
maintain its effective organisational leadership process which captures         
shared learning and leverages global synergies and expertise.                   
- The risk that an increase in regulatory constraints and restrictions on       
alcohol products, including sales and marketing activities or an increase in    
excise duties have an adverse impact on the group`s business.                   
- The risk that margins could fall because the group fails to ensure an         
adequate supply of brewing and packaging raw materials at competitive prices.   
In light of the current economic uncertainty and the recent crises in the       
global financial markets, the following additional risks have been              
identified:                                                                     
- The group is exposed to the risk of a recession that could adversely affect   
demand for the group`s products, and the prices that can be achieved in the     
relevant markets.                                                               
- Debt financing, refinancing or additional equity funding may not be           
available to the group or may be materially more expensive due to the current   
lack of liquidity in the markets and the general lack of confidence in the      
equity markets.                                                                 
DIVIDEND                                                                        
The board has declared a cash interim dividend of 16.0 US cents per share.      
The dividend will be payable on Friday 5 December 2008 to shareholders          
registered on the London and Johannesburg registers on Friday 28 November       
2008. The ex-dividend trading dates will be Wednesday 26 November 2008 on the   
London Stock Exchange (LSE) and Monday 24 November 2008 on the JSE Limited      
(JSE).  As the group reports in US dollars, dividends are declared in US        
dollars. They are payable in South African rand to shareholders on the          
Johannesburg register, in US dollars to shareholders on the London register     
with a registered address in the United States (unless mandated otherwise),     
and in sterling to all remaining shareholders on the London register. Further   
details relating to dividends are provided in note 6.                           
The rate of exchange applicable for US dollar conversion into South African     
rand and sterling was determined yesterday.  The rate of exchange determined    
for converting to South African rand was US$:ZAR 10.4888 resulting in an        
equivalent interim dividend of 167.8208 SA cents per share.  The rate of        
exchange determined for converting to sterling was GBP:US$ 1.5220 resulting     
in an equivalent interim dividend of 10.5125 UK pence per share.                
From the commencement of trade on Thursday 13 November 2008 until the close     
of business on Friday 28 November 2008, no transfers between the London and     
Johannesburg registers will be permitted, and from Monday 24 November 2008      
until Friday 28 November 2008, no shares may be dematerialised or               
rematerialised, both days inclusive.                                            
DIRECTORS` RESPONSIBILITY FOR FINANCIAL REPORTING                               
This statement, which should be read in conjunction with the independent        
review report of the auditors set out below, is made to enable shareholders     
to distinguish the respective responsibilities of the directors and the         
auditors in relation to the consolidated interim financial information, set     
out on pages 21 to 38, which the directors confirm has been prepared on a       
going concern basis. The directors consider that the group has used             
appropriate accounting policies, consistently applied and supported by          
reasonable and appropriate judgements and estimates.                            
A copy of the interim report of the group is placed on the company`s website.   
The directors are responsible for the maintenance and integrity of              
information on the company`s website.  Information published on the internet    
is accessible in many countries with different legal requirements.              
Legislation in the United Kingdom governing the preparation and dissemination   
of the financial statements may differ from legislation in other                
jurisdictions.                                                                  
The directors confirm that this condensed set of interim financial              
information has been prepared in accordance with IAS 34 as adopted by the       
European Union, and the interim management report herein includes a fair        
review of the information required by DTR 4.2.7 and DTR 4.2.8 of the            
Disclosure and Transparency Rules of the United Kingdom`s Financial Services    
Authority.                                                                      
The directors of SABMiller plc are listed in the SABMiller plc Annual Report    
for the year ended 31 March 2008. Rob Pieterse and Maria Ramos were appointed   
to the board on 15 May 2008 and Lord Renwick of Clifton retired from the        
board on 31 July 2008.  A list of current directors is maintained on the        
SABMiller plc website: www.sabmiller.com.                                       
On behalf of the board                                                          
E A G Mackay                M I Wyman                                           
Chief executive             Chief financial officer                             
13 November 2008                                                                
INDEPENDENT REVIEW REPORT OF HALF-YEARLY CONSOLIDATED FINANCIAL INFORMATION     
TO SABMILLER PLC                                                                
INTRODUCTION                                                                    
We have been engaged by the company to review the condensed set of financial    
information in the half-yearly financial report for the six months ended 30     
September 2008, which comprises the income statement, balance sheet,            
statement of recognised income and expense, cash flow statement and related     
notes. We have read the other information contained in the half-yearly          
financial report and considered whether it contains any apparent                
misstatements or material inconsistencies with the information in the           
condensed set of financial information.                                         
DIRECTORS` RESPONSIBILITIES                                                     
The half-yearly financial report is the responsibility of, and has been         
approved by, the directors. The directors are responsible for preparing the     
half-yearly financial report in accordance with the Disclosure and              
Transparency Rules of the United Kingdom`s Financial Services Authority.        
As disclosed in note 1, the annual financial statements of the group are        
prepared in accordance with IFRS as adopted by the European Union. The          
condensed set of financial information included in this half-yearly financial   
report has been prepared in accordance with International Accounting Standard   
34, "Interim Financial Reporting", as adopted by the European Union.            
OUR RESPONSIBILITY                                                              
Our responsibility is to express to the company a conclusion on the condensed   
set of financial information in the half-yearly financial report based on our   
review. This report, including the conclusion, has been prepared for and only   
for the company for the purpose of the Disclosure and Transparency Rules of     
the Financial Services Authority and for no other purpose. We do not, in        
producing this report, accept or assume responsibility for any other purpose    
or to any other person to whom this report is shown or into whose hands it      
may come save where expressly agreed by our prior consent in writing.           
SCOPE OF REVIEW                                                                 
We conducted our review in accordance with International Standard on Review     
Engagements (UK and Ireland) 2410, `Review of Interim Financial Information     
Performed by the Independent Auditor of the Entity` issued by the Auditing      
Practices Board for use in the United Kingdom. A review of interim financial    
information consists of making enquiries, primarily of persons responsible      
for financial and accounting matters, and applying analytical and other         
review procedures. A review is substantially less in scope than an audit        
conducted in accordance with International Standards on Auditing (UK and        
Ireland) and consequently does not enable us to obtain assurance that we        
would become aware of all significant matters that might be identified in an    
audit. Accordingly, we do not express an audit opinion.                         
CONCLUSION                                                                      
Based on our review, nothing has come to our attention that causes us to        
believe that the condensed set of financial information in the half-yearly      
financial report for the six months ended 30 September 2008 is not prepared,    
in all material respects, in accordance with International Accounting           
Standard 34 as adopted by the European Union and the Disclosure and             
Transparency Rules of the United Kingdom`s Financial Services Authority.        
PricewaterhouseCoopers LLP    London                                            
Chartered Accountants    13 November 2008                                       
SABMiller plc                                                                   
CONSOLIDATED INCOME STATEMENT                                                   
for the six months ended 30 September                                           
                                      Six months  Six months  Year              
ended       ended       ended             
                                      30/9/08     30/9/07     31/3/08           
                                      Unaudited   Unaudited   Audited           
                               Notes  US$m        US$m        US$m              
Revenue                         2      11,166      10,781      21,410           
Net operating expenses                    (9,011)  (9,091)     (17,962)         
Operating profit                2      2,155       1,690       3,448            
Operating profit before                1,751       1,742       3,560            
exceptional items                                                               
Exceptional items               3      404         (52)        (112)            
Net finance costs                      (384)       (258)       (456)            
Interest payable and similar           (654)       (354)       (721)            
charges                                                                         
Interest receivable and                270         96          265              
similar income                                                                  
Share of post-tax results of           249         147         272              
associates and joint ventures                                                   
Profit before taxation                 2,020       1,579       3,264            
Taxation                        4      (455)       (497)       (976)            
Profit for the financial               1,565       1,082       2,288            
period                                                                          
Profit attributable to                 142         124         265              
minority interests                                                              
Profit attributable to equity          1,423       958         2,023            
shareholders                                                                    
                                      1,565       1,082       2,288             
Basic earnings per share (US    5      94.8        63.9        134.9            
cents)                                                                          
Diluted earnings per share (US  5      94.3        63.5        134.2            
cents)                                                                          
All operations are continuing.                                                  
The notes on pages 25 to 38 form an integral part of this condensed interim     
financial information.                                                          
CONSOLIDATED BALANCE SHEET                                                      
at 30 September                                                                 
                                      30/9/08     30/9/07     31/3/08*          
Unaudited   Unaudited   Unaudited         
                           Notes      US$m        US$m        US$m              
Assets                                                                          
Non-current assets                                                              
Goodwill                    7          10,030      13,783      15,122           
Intangible assets           7          4,197       4,062       5,036            
Property, plant and         8          8,077       7,433       9,113            
equipment                                                                       
Investments in joint        9          5,133       -           -                
ventures                                                                        
Investments in associates   9          1,765       1,524       1,825            
Available for sale                     35          50          53               
investments                                                                     
Derivative financial                   294         37          208              
instruments                                                                     
Trade and other receivables            127         190         240              
Deferred tax assets                    351         142         341              
                                      30,009      27,221      31,938            
Current assets                                                                  
Inventories                            1,300       1,048       1,362            
Trade and other receivables            1,759       1,822       1,866            
Current tax assets                     152         105         190              
Derivative financial                   45          3           45               
instruments                                                                     
Cash and cash equivalents   10b        350         501         673              
                                      3,606       3,479       4,136             
Total assets                           33,615      30,700      36,074           
                                                                                
Liabilities                                                                     
Current liabilities                                                             
Derivative financial                   (45)        (21)        (34)             
instruments                                                                     
Borrowings                  10b        (1,569)     (1,227)     (2,062)          
Trade and other payables               (2,686)     (3,012)     (3,302)          
Current tax liabilities                (541)       (513)       (540)            
Provisions                             (276)       (282)       (314)            
(5,117)     (5,055)     (6,252)           
Non-current liabilities                                                         
Derivative financial                   (302)       (310)       (497)            
instruments                                                                     
Borrowings                  10b        (8,255)     (6,174)     (7,596)          
Trade and other payables               (239)       (312)       (338)            
Deferred tax liabilities               (1,731)     (1,440)     (1,949)          
Provisions                             (444)       (1,190)     (1,197)          
(10,971)    (9,426)     (11,577)          
Total liabilities                      (16,088)    (14,481)    (17,829)         
Net assets                             17,527      16,219      18,245           
                                                                                
Equity                                                                          
Share capital                          158         158         158              
Share premium                          6,192       6,162       6,176            
Merger relief reserve                  3,395       3,395       3,395            
Other reserves                         710         1,177       2,215            
Retained earnings                      6,387       4,688       5,602            
Total shareholders` equity             16,842      15,580      17,546           
Minority interests in                  685         639         699              
equity                                                                          
Total equity                           17,527      16,219      18,245           
*As restated see note 12.                                                       
The notes on pages 25 to 38 form an integral part of this condensed interim     
financial information.                                                          
CONSOLIDATED CASH FLOW STATEMENT                                                
for the six months ended 30 September                                           
                                      Six months  Six months  Year              
ended       ended       ended             
                                      30/9/08     30/9/07     31/3/08           
                                      Unaudited   Unaudited   Audited           
                            Notes     US$m        US$m        US$m              
Cash flows from operating                                                       
activities                                                                      
Cash generated from          10a       2,017       2,128       4,276            
operations                                                                      
Interest received                      122         104         228              
Interest paid                          (511)       (378)       (730)            
Tax paid                               (450)       (447)       (969)            
Net cash from operating                1,178       1,407       2,805            
activities                                                                      
Cash flows from investing                                                       
activities                                                                      
Purchase of property, plant            (1,245)     (850)       (1,978)          
and equipment                                                                   
Proceeds from sale of                  22          42          110              
property, plant and                                                             
equipment                                                                       
Purchase of intangible                 (34)        (34)        (59)             
assets                                                                          
Purchase of investments                -           (5)         -                
Proceeds from sale of                  1           -           5                
investments                                                                     
Proceeds from sale of                  -           -           2                
associates                                                                      
Proceeds on disposal of                -           71          71               
shares in subsidiaries                                                          
Overdraft disposed with                2           -           -                
subsidiaries                                                                    
Acquisition of subsidiaries            (67)        -           (1,284)          
(net of cash acquired)                                                          
Purchase of shares from                (2)         (2)         (49)             
minorities                                                                      
Funding to joint ventures              (123)       -           -                
Funding to associates                  -           (29)        (179)            
Purchase of shares in                  (5)         -           -                
associates                                                                      
Dividends received from                81          -           -                
joint ventures                                                                  
Dividends received from                119         47          91               
associates                                                                      
Dividends received from                1           -           1                
other investments                                                               
Net cash used in investing             (1,250)     (760)       (3,269)          
activities                                                                      
                                                                                
Cash flows from financing                                                       
activities                                                                      
Proceeds from the issue of             16          25          39               
shares                                                                          
Purchase of own shares for             (26)        (9)         (33)             
share trusts                                                                    
Proceeds from borrowings               2,466       2,679       6,492            
Repayment of borrowings                (1,878)     (2,725)     (5,038)          
Capital element of finance             (3)         (2)         (7)              
lease payments                                                                  
Net cash                               (24)        2           (16)             
(payments)/receipts on net                                                      
investment hedges                                                               
Dividends paid to                      (640)       (537)       (769)            
shareholders of the parent                                                      
Dividends paid to minority             (118)       (87)        (197)            
interests                                                                       
Net cash (used)/generated              (207)       (654)       471              
in financing activities                                                         
                                                                                
Net cash from operating,               (279)       (7)         7                
investing and financing                                                         
activities                                                                      
Effects of exchange rate               42          (18)        (113)            
changes                                                                         
Net decrease in cash and               (237)       (25)        (106)            
cash equivalents                                                                
                                                                                
Cash and cash equivalents              188         294         294              
at 1 April                                                                      
Cash and cash equivalents    10b       (49)        269         188              
at period end                                                                   
The notes on pages 25 to 38 form an integral part of this condensed interim     
financial information.                                                          
CONSOLIDATED STATEMENT OF RECOGNISED INCOME AND EXPENSE                         
for the six months ended 30 September                                           
Six months  Six months  Year              
                                      ended       ended       ended             
                                      30/9/08     30/9/07     31/3/08           
                                      Unaudited   Unaudited   Audited           
US$m        US$m        US$m              
                                                                                
Currency translation differences on    (1,589)     812         2,029            
foreign currency net investments                                                
Actuarial (losses)/gains on defined    (37)        -           31               
benefit plans                                                                   
Fair value (losses)/gains on           (3)         -           2                
available for sale investments                                                  
Fair value gains/(losses) net          136         (90)        (225)            
investment and cash flow hedges                                                 
Transfer to profit on disposal of      (4)         -           -                
Miller`s US and Puerto Rico business                                            
Tax on items taken directly to equity  10          -            (8)             
Share of associates` and joint         (38)        -           -                
ventures` losses recognised directly                                            
in equity                                                                       
Net (losses)/gains recognised          (1,525)     722         1,829            
directly in equity                                                              
                                                                                
Profit for the period                  1,565       1,082       2,288            

Total recognised income/(expense) for  40          1,804       4,117            
the period                                                                      
- attributable to equity shareholders  (91)        1,662       3,795            
- attributable to minority interests   131         142         322              
The notes on pages 25 to 38 form an integral part of this condensed interim     
financial information.                                                          
NOTES TO THE FINANCIAL INFORMATION                                              
1. Basis of preparation                                                         
The condensed consolidated interim financial information (the `financial        
information`) comprises the unaudited results of SABMiller plc for the six      
months ended 30 September 2008 and 30 September 2007, together with the         
audited results for the year ended 31 March 2008, restated for further          
unaudited adjustments relating to initial accounting for business               
combinations.  Further details of these adjustments are provided in note 12.    
The financial information in this report is not audited and does not            
constitute statutory accounts within the meaning of s240 of the Companies Act   
1985 (as amended). The board of directors approved this financial information   
on 12 November 2008. The annual financial statements for the year ended 31      
March 2008, approved by the Board of Directors on 2 June 2008, which            
represent the statutory accounts for that year, have been filed with the        
Registrar of Companies. The auditors` report on those accounts was              
unqualified and did not contain a statement made under s237(2) or (3) of the    
Companies Act 1985.                                                             
The unaudited financial information in this interim announcement has been       
prepared in accordance with the Disclosure and Transparency Rules of the        
Financial Services Authority, and with IAS 34 `Interim Financial Reporting`     
as adopted by the European Union. The interim financial information should be   
read in conjunction with the annual financial statements for the year ended     
31 March 2008, which have been prepared in accordance with IFRS as adopted by   
the European Union.                                                             
Items included in the financial information of each of the group`s entities     
are measured using the currency of the primary economic environment in which    
the entity operates (the functional currency).  The consolidated financial      
information is presented in US dollars which is the group`s presentational      
currency.                                                                       
ACCOUNTING POLICIES                                                             
The accounting policies adopted are consistent with those of the annual         
financial statements for the year ended 31 March 2008, which were published     
in June 2008, as described in those financial statements. The financial         
statements are prepared under the historical cost convention, except for the    
revaluation to fair value of certain financial assets and liabilities, share    
based payments, and pension assets and liabilities.                             
The following interpretations are mandatory for the first time in the           
financial year ending 31 March 2009 and are relevant for the group.             
- IFRIC 14 `IAS 19 - the limit on a defined benefit asset, minimum funding      
requirements and their interaction`.  This interpretation has not had any       
impact on the group.                                                            
As a result of SABMiller entering into the MillerCoors joint venture, joint     
ventures have now become a material item in the group`s financial statements.   
This has also that meant that the investments in immaterial joint ventures      
previously classified as investments in associates have now been reclassified   
as investments in joint ventures together with the MillerCoors joint venture.   
The group`s accounting policy for joint ventures is as follows:                 
JOINT VENTURES                                                                  
Joint ventures are contractual arrangements which the group has entered into    
with one or more parties to undertake an economic activity that is subject to   
joint control.  Joint control is the contractually agreed sharing of control    
over an economic activity, and exists only when the strategic, financial and    
operating decisions relating to the activity require the unanimous consent of   
the parties sharing the control.                                                
The group`s share of the recognised income and expenses of joint ventures is    
accounted for using the equity method from the date joint control is achieved   
to the date joint control ceases.  The date joint control commences is not      
necessarily the same as the closing date or any other date named in the         
contract.                                                                       
2. SEGMENTAL INFORMATION (UNAUDITED)                                            
The segmental information presented below includes the reconciliation of GAAP   
measures presented on the face of the income statement to non-GAAP measures     
which are used by management to analyse the group`s performance.                
Six months      Segment  Share of   Group    Segment  Share of   Group          
ended           revenue  asso-      revenue  revenue  asso-      revenue        
30 September:   2008     ciates`    2008     2007     ciates`    2007           
               US$m     and joint  US$m     US$m     and joint  US$m            
                        ventures`                    ventures`                  
                        revenue                      revenue                    
2008                         2007                       
                        US$m                          US$m                      
Latin America   2,842    6          2,848    2,453    -          2,453          
Europe          3,992    18         4,010    2,876    -          2,876          
North America   1,501    1,415      2,916    2,782    -          2,782          
Africa and Asia 1,063    1,192      2,255    869      834        1,703          
South Africa:   1,768    425        2,193    1,801    408        2,209          
- Beverages     1,768    239        2,007    1,801    215        2,016          
- Hotels and    -        186        186      -        193        193            
Gaming                                                                          
                                                                                
               11,166   3,056      14,222   10,781   1,242      12,023          
Year ended                                   2008     2008       2008           
31 March:                                                                       
                                            US$m     US$m       US$m            
                                                                                
Latin America                                5,239    12         5,251          
Europe                                       5,242    6          5,248          
North America                                5,120    -          5,120          
Africa and Asia                              1,853    1,514      3,367          
South Africa:                                3,956    886        4,842          
- Beverages                                  3,956    490        4,446          
- Hotels and                                 -        396        396            
Gaming                                                                          

                                            21,410   2,418      23,828          
Operating profit                                                                
The following table provides a reconciliation of operating profit (segment      
result) to operating profit before exceptional items.                           
Six months ended  Operating   Excep-   Opera-    Opera-   Excep-   Opera-       
30 September:     profit      tional   ting      ting     tional   ting         
                 2008        items    profit    profit   items    profit        
US$m        2008     before    2007     2007     before        
                             US$m     excep-    US$m     US$m     excep-        
                                      tional                      tional        
                                      items                       items         
2008                        2007          
                                      US$m                        US$m          
Latin America     411         -        411       328      52       380          
Europe            695         10       705       620      -        620          
North America     642         (414)    228       293      -        293          
Africa and Asia   136         -        136       133      -        133          
South Africa:     304         -        304       380      -        380          
Beverages                                                                       
Corporate         (33)        -        (33)      (64)     -        (64)         
                 2,155       (404)    1,751     1,690    52       1,742         
                                                                                
Year ended                                       2008     2008     2008         
31 March:                                                                       
                                                US$m     US$m     US$m          
                                                                                
Latin America                                    892      61       953          
Europe                                           947      -        947          
North America                                    411      51       462          
Africa and Asia                                  330      -        330          
South Africa:                                    962      -        962          
Beverages                                                                       
Corporate                                        (94)     -        (94)         
                                                3,448    112      3,560         
EBITA                                                                           
This comprises operating profit before exceptional items, amortisation of       
intangible assets (excluding software) and includes the group`s share of        
associates and joint ventures operating profit on a similar basis.  The         
following table provides a reconciliation of operating profit before            
exceptional items to EBITA.                                                     
Six months ended     Operating      Share of      Amortisation   EBITA          
30 September:        profit before  associates`   of intangible  2008           
                    exceptional    and joint     assets         US$m            
items          ventures`     (excluding                     
                    2008           operating     software) -                    
                    US$m           profit before group and                      
                                   exceptional   share of                       
items         associates`                    
                                   2008          and joint                      
                                   US$m          ventures`                      
                                                 2008                           
US$m                           
Latin America        411            -             63             474            
Europe               705            2             18             725            
North America        228            113           14             355            
Africa and Asia      136            172           3              311            
South Africa:        304            89            -              393            
- Beverages          304            28            -              332            
- Hotels and Gaming  -              61            -              61             
Corporate            (33)           -             -              (33)           
Group                1,751          376           98             2,225          
Six months ended     Operating      Share of      Amortisation   EBITA          
30 September:        profit before  associates`   of intangible  2007           
exceptional    and joint     assets         US$m            
                    items          ventures`     (excluding                     
                    2007           operating     software) -                    
                    US$m           profit before group and                      
exceptional   share of                       
                                   items         associates`                    
                                   2007          and joint                      
                                   US$m          ventures`                      
2007                           
                                                 US$m                           
Latin America        380            -             58             438            
Europe               620            -             2              622            
North America        293            -             7              300            
Africa and Asia      133            141           3              277            
South Africa:        380            82            1              463            
- Beverages          380            25            -              405            
- Hotels and Gaming  -              57            1              58             
Corporate            (64)           -             -              (64)           
Group                1,742          223           71             2,036          
Year ended           2008           2008          2008           2008           
31 March:                                                                       
                    US$m           US$m          US$m           US$m            
                                                                                
Latin America        953            -             118            1,071          
Europe               947            1             4              952            
North America        462            -             15             477            
Africa and Asia      330            231           7              568            
South Africa:        962            203           2              1,167          
- Beverages          962            64            -              1,026          
- Hotels and Gaming  -              139           2              141            
Corporate            (94)           -             -              (94)           
Group                3,560          435           146            4,141          
The group`s share of associates` and joint ventures` operating profit is        
reconciled to the share of post-tax results of associates and joint ventures    
in the income statement as follows:                                             
                                 Six months    Six months    Year               
ended         ended         ended              
                                 30/9/08       30/9/07       31/3/08            
                                 US$m          US$m          US$m               
Share of associates` and joint    376           223           435               
ventures` operating profit                                                      
before exceptional items                                                        
Share of associates` and joint    (33)          -             -                 
ventures` exceptional items                                                     
Share of associates` and joint    (7)           (5)           (11)              
ventures` net finance cost                                                      
Share of associates` and joint    (65)          (55)          (120)             
ventures` tax                                                                   
Share of associates` and joint    (22)          (16)          (32)              
ventures` minority interests                                                    
                                 249           147           272                
Excise duties of US$2,271 million (2007: US$2,187 million) have been incurred   
during the six months as follows: Latin America US$721 million (2007: US$621    
million); Europe US$734 million (2007: US$551 million); North America US$239    
million (2007: US$468 million); Africa and Asia US$241 million (2007: US$201    
million) and South Africa US$336 million (2007: US$346 million).                
Beer volumes increase during the summer months leading to higher revenues       
being recognised in the first half of the year in the Europe and North          
America segments. Due to the spread of the business between Northern and        
Southern hemispheres, the results for the group as a whole are not highly       
seasonal in nature.                                                             
The following table provides a reconciliation of EBITDA (the net cash inflow    
from operating activities before working capital movements) before cash         
exceptional items to EBITDA after cash exceptional items.  A reconciliation     
of profit for the period for the group to EBITDA after cash exceptional items   
for the group can be found in note 10a.                                         
Six months ended    EBITDA    Cash     EBITDA   EBITDA    Cash     EBITDA       
30 September:       before    excep-   2008     before    excep-   2007         
cash      tional   US$m     cash      tional   US$m          
                   excep-    items             excep-    items                  
                   tional    2008              tional    2007                   
                   items     US$m              items     US$m                   
2008                        2007                             
                   US$m                        US$m                             
Latin America       621       -        621      545       (10)     535          
Europe              902       -        902      732       -        732          
North America*      244       (20)     224      372       -        372          
Africa and Asia     185       -        185      172       -        172          
South Africa:       414       -        414      453       -        453          
Beverages                                                                       
Corporate           9         -        9        (35)      -        (35)         
                   2,375     (20)     2,355    2,239     (10)     2,229         
                                                                                
Year ended                                      2008      2008     2008         
31 March:                                                                       
                                               US$m      US$m     US$m          
                                                                                
Latin America                                   1,319     (17)     1,302        
Europe                                          1,203     -        1,203        
North America                                   569       (2)      567          
Africa and Asia                                 404       -        404          
South Africa:                                   1,073     -        1,073        
Beverages                                                                       
Corporate                                       (31)      -        (31)         
                                               4,537     (19)     4,518         
* EBITDA excludes the results of associates and joint ventures and hence the    
decline in EBITDA for North America is due to the US and Puerto Rico            
operations of the Miller business being contributed into the MillerCoors        
joint venture during the period.                                                
3. EXCEPTIONAL ITEMS                                                            
Six months     Six months    Year ended          
                               ended 30/9/08  ended 30/9/07 31/3/08             
                               Unaudited      Unaudited     Audited             
                               US$m           US$m          US$m                

Subsidiaries` exceptional                                                       
items included in operating                                                     
profit:                                                                         
Latin America                   -              (52)          (61)               
Integration and restructuring   -              (69)          (78)               
costs                                                                           
Profit on disposal of           -              17            17                 
subsidiaries                                                                    
                                                                                
Europe                                                                          
Unwinding of fair value         (10)           -             -                  
adjustments on inventory                                                        
                                                                                
North America                   414            -             (51)               
Profit on disposal of Miller`s  437            -             -                  
US and Puerto Rico business                                                     
MillerCoors` integration and    (23)           -             (51)               
restructuring costs                                                             
                                                                                
Exceptional items included in   404            (52)          (112)              
operating profit                                                                
                                                                                
Share of associates` and joint                                                  
ventures` exceptional items:                                                    
                                                                                
North America                   (24)           -             -                  
MillerCoors` integration and    (17)           -             -                  
restructuring costs                                                             
Unwinding of fair value         (7)            -             -                  
adjustments on inventory                                                        
                                                                                
Hotels and Gaming                                                               
Fair value losses on financial  (9)            -             -                  
instrument                                                                      
                                                                                
Share of associates` and joint  (33)           -             -                  
ventures` exceptional items                                                     
                                                                                
Taxation credits relating to    19             20            40                 
subsidiaries` and the group`s                                                   
share of associates` and joint                                                  
ventures` exceptional items:                                                    
2008                                                                            
SUBSIDIARIES` EXCEPTIONAL ITEMS                                                 
EUROPE                                                                          
On acquisition the Grolsch inventory was fair valued to market value. The       
uplift is charged to the income statement as the inventory is sold. US$10       
million was charged to operating profit in the period.                          
NORTH AMERICA                                                                   
A profit of US$437 million arose on the deemed disposal of the US and Puerto    
Rico operations of the Miller business into the MillerCoors joint venture       
(see note 12 for further details).   A charge of US$23 million was incurred     
during the period for staff retention and for certain integration costs         
within operating profit.                                                        
SHARE OF ASSOCIATES` AND JOINT VENTURES` EXCEPTIONAL ITEMS                      
NORTH AMERICA                                                                   
The group`s share of MillerCoors` integration and restructuring costs of        
US$17 million mainly related to retrenchment costs and the group`s share of     
MillerCoors` charge to operating profit in the period relating to the unwind    
of the fair value adjustment to inventory of US$7 million.                      
HOTELS AND GAMING                                                               
The group`s share of losses relating to fair value mark to market adjustments   
on financial instruments amounted to US$9 million.                              
TAXATION CREDITS                                                                
Taxation credits of US$19 million arose in relation to exceptional items        
during the period and include US$10 million in relation to MillerCoors          
although the tax credit is recognised in Miller Brewing Company -               
see note 4.                                                                     
2007                                                                            
LATIN AMERICA                                                                   
Integration and restructuring costs of US$69 million associated with the        
consolidation of Bavaria were incurred during the period.                       
A net US$17 million profit on disposal was recognised in Latin America on the   
disposal of soft drinks businesses in Costa Rica and Colombia in the six        
months ended 30 September 2007 and the year ended 31 March 2008.                
4.  TAXATION                                                                    
                            Six months    Six months     Year ended             
                            ended         ended 30/9/07  31/3/08                
                            30/9/08                                             
Unaudited     Unaudited      Audited                
                            US$m          US$m           US$m                   
                                                                                
Current taxation             453           466            926                   
- Charge for the period1     452           486            935                   
- Adjustments in respect of  1             (20)           (9)                   
prior years                                                                     
Withholding taxes and other  52            40             64                    
taxes                                                                           
Total current taxation       505           506            990                   
                                                                                
Deferred taxation            (50)          (9)            (14)                  
- Charge for the period2     (42)          (11)           8                     
- Adjustments in respect of  (8)           8              (17)                  
prior years                                                                     
- Rate change                -             (6)            (5)                   

Total taxation               455            497           976                   
                                                                                
Effective tax rate, before   31.0          33.5           32.5                  
amortisation of intangibles                                                     
(excluding software) and                                                        
exceptional items (%)                                                           
1 The current tax charge for the period includes a UK corporation tax charge    
of US$Nil million (2007: US$Nil).                                               
2 The deferred tax charge for the period includes a UK corporation tax credit   
of US$Nil million (2007: US$9 million credit).                                  
The effective tax rate is calculated using operating profit before              
exceptional items including the share of associates` and joint ventures`        
operating profit on the same basis less adjusted net finance costs (net         
finance costs, the share of associates` and joint ventures` net finance costs   
and adjustments to finance costs determined in the calculation of adjusted      
earnings), and tax before exceptional items including the share of              
associates` and joint ventures` tax on the same basis.  This calculation is     
on a basis consistent with that used in prior years and is also consistent      
with other group operating metrics.                                             
Although the US and Puerto Rico operations of the Miller business were          
contributed into the MillerCoors joint venture during the period, MillerCoors   
is not a taxable entity therefore the tax balances and obligations remain       
with Miller Brewing Company as a 100% subsidiary of the group.  This            
subsidiary`s tax charge will include tax (including deferred tax) on the        
group`s share of the MillerCoors` taxable profits.                              
5. EARNINGS PER SHARE                                                           
                              Six months     Six months     Year ended          
ended 30/9/08  ended 30/9/07  31/3/08             
                              Unaudited      Unaudited      Audited             
                              US cents       US cents       US cents            
                                                                                
Basic earnings per share       94.8           63.9           134.9              
Diluted earnings per share     94.3           63.5           134.2              
Headline earnings per share*   65.8           62.5           133.0              
Adjusted basic earnings per    75.2           69.1           143.1              
share                                                                           
Adjusted diluted earnings per  74.8           68.7           142.4              
share                                                                           
* Six months ended 30 September 2007 re-stated to comply with the new           
headline earnings definitions contained within the South African Circular       
8/2007.                                                                         
                              30/9/08        30/9/07        31/3/08             
                              Unaudited      Unaudited      Audited             
Millions of    Millions of    Millions of         
                              shares         shares         shares              
The weighted average number                                                     
of shares was:                                                                  
Ordinary shares                1,506          1,503          1,504              
ESOP trust ordinary shares     (6)            (4)            (4)                
Basic shares                   1,500          1,499          1,500              
Dilutive ordinary shares from  7              10             8                  
share options                                                                   
Diluted shares                 1,507          1,509          1,508              
The calculation of diluted earnings per share excludes 13,913,075 (2007:        
6,046,925) share options that were anti-dilutive for the period because the     
exercise price of the option exceeds the fair value of the shares during the    
year and 6,371,049 (2007: 6,818,498) share options that were anti-dilutive      
for the period because the performance conditions attached to the options       
have not been met. These options could potentially dilute earnings per share    
in the future.                                                                  
ADJUSTED AND HEADLINE EARNINGS                                                  
The group presents an adjusted earnings per share figure to exclude the         
impact of amortisation of intangible assets (excluding capitalised software)    
and other non-recurring items in order to present a more useful comparison      
for the periods shown in the consolidated financial statements.  Adjusted       
earnings per share has been based on adjusted headline earnings for each        
financial period and on the same number of weighted average shares in issue     
as the basic earnings per share calculation. Headline earnings per share has    
been calculated in accordance with the new South African Circular 8/2007        
entitled "Headline Earnings" which forms part of the listing requirements for   
the JSE Ltd (JSE). The adjustments made to arrive at headline earnings and      
adjusted earnings are as follows:                                               
                                    Six months  Six months   Year               
                                    ended       ended        ended              
                                    30/9/08     30/9/07      31/3/08            
Unaudited   Unaudited    Audited            
                                    US$m        US$m         US$m               
                                                                                
Profit for the financial period      1,423       958          2,023             
attributable to equity holders of                                               
the parent                                                                      
Headline Adjustments                                                            
Impairment of property, plant and    -           -            5                 
equipment                                                                       
Profit on disposal of property,      -           (4)          (12)              
plant and equipment                                                             
Profit on disposal of subsidiaries   (437)       (17)         (17)              
Tax effects of the above items       -           -            (4)               
Share of joint ventures` and         2           -            -                 
associates` headline adjustments,                                               
net of tax and minority interests                                               
Headline earnings*                   988         937          1,995             
Other Adjustments                                                               
Integration and restructuring costs  23          68           129               
Loss/(gain) on fair value movements  26          -            (35)              
on capital items**                                                              
Unwind of fair value adjustments on  10          -            -                 
inventory                                                                       
Amortisation of intangible assets    86          70           141               
(excluding capitalised software)                                                
Tax effects of the above items       (48)        (40)         (88)              
Minority interests` share of the     (2)         -            -                 
above items                                                                     
Share of joint ventures` and         45          1            5                 
associates` other adjustments, net                                              
of tax and minority interests                                                   
Adjusted earnings                    1,128       1,036        2,147             
* Six months ended 30 September 2007 re-stated to comply with the new           
headline earnings definitions contained within the South African Circular       
8/2007.                                                                         
** This does not include all fair value movements but includes those in         
relation to capital items for which hedge accounting cannot be applied.         
6. DIVIDENDS PAID AND PROPOSED                                                  
Dividends paid were as follows:                                                 
                                    Six months  Six months   Year               
ended       ended        ended              
                                    30/9/08     30/9/07      31/3/08            
                                    Unaudited   Unaudited    Audited            
                                    US cents    US cents     US cents           

Prior year final dividend paid per   42.0        36.0         36.0              
ordinary share                                                                  
Current year interim dividend paid   -           -            16.0              
per ordinary share                                                              
The interim dividend declared of 16.0 US cents per ordinary share is payable    
on 5 December 2008 to ordinary shareholders on the register as at 28 November   
2008 and will absorb an estimated US$240 million of shareholders` funds.        
7. GOODWILL AND INTANGIBLE ASSETS                                               
                                         Goodwill        Intangible             
                                                         assets                 
                                         Unaudited       Unaudited              
US$m            US$m                   
Net book amount                                                                 
At 1 April 2008 *                         15,122          5,036                 
Exchange adjustments                      (1,140)         (544)                 
Arising on increase in share of           1               -                     
subsidiary undertakings                                                         
Arising on acquisition of subsidiary      45              9                     
undertakings (provisional)                                                      
Additions - separately acquired           -               34                    
Contributed to joint ventures             (3,998)         (232)                 
Amortisation                              -               (108)                 
Transfers from other assets               -               2                     
At 30 September 2008                      10,030          4,197                 
* As restated (see note 12).                                                    
GOODWILL                                                                        
Goodwill arising on the formation of the joint venture is recorded within the   
investment in joint ventures.                                                   
8. PROPERTY, PLANT AND EQUIPMENT                                                
                                 Six months    Six months   Year                
                                 ended         ended        ended               
30/9/08       30/9/07      31/3/08*            
                                 Unaudited     Unaudited    Unaudited           
                                 US$m          US$m         US$m                
                                                                                
Net book amount at beginning of   9,113         6,750        6,750              
period                                                                          
Exchange adjustments              (720)         355          775                
Additions                         1,122         795          2,000              
Arising on acquisition of         135           -            586                
subsidiary undertakings                                                         
Disposals                         (22)          (45)         (98)               
Contributed to joint ventures     (1,043)       -            -                  
Depreciation                      (459)         (410)        (848)              
Other movements                   (49)          (12)         (52)               
Net book amount at end of period  8,077         7,433        9,113              
* As restated (see note 12).                                                    
9. INVESTMENTS IN JOINT VENTURES AND ASSOCIATES                                 
                                           Investments in  Investments in       
                                           joint ventures  associates           
                                           Unaudited       Unaudited            
US$m            US$m                 
At 1 April 2008 *                           -               1,825               
Exchange adjustments                        3               (78)                
Additions                                   5,142           5                   
Reclassification between joint venture and  30              (30)                
associates                                                                      
Share of (losses)/gains recognised in       (48)            10                  
reserves                                                                        
Share of results retained                   87              162                 
Dividends                                   (81)            (129)               
At 30 September 2008                        5,133           1,765               
* As restated (see note 12).                                                    
10A. RECONCILIATION OF PROFIT FOR THE PERIOD TO NET CASH GENERATED FROM         
OPERATIONS (UNAUDITED)                                                          
                                  Six months   Six months    Year               
                                  ended        ended         ended              
30/9/08      30/9/07       31/3/08            
                                  Unaudited    Unaudited     Audited            
                                  US$m         US$m          US$m               
Profit for the period              1,565        1,082         2,288             
Taxation                           455          497           976               
Share of post-tax results of       (249)        (147)         (272)             
associates and joint ventures                                                   
Interest receivable                (270)        (96)          (265)             
Interest payable and similar       654          354           721               
charges                                                                         
Operating profit                   2,155        1,690         3,448             
Depreciation:                                                                   
Property, plant and equipment      345          297           633               
Containers                         114          113           215               
Container breakages, shrinkage     12           11            27                
and write-offs                                                                  
Loss / (profit) on sale of         -            8             (12)              
property, plant and equipment                                                   
Impairment of property, plant and  -            -             5                 
equipment                                                                       
Amortisation of intangible assets  108          94            190               
Unrealised net loss/(gain) from    20           3             (26)              
fair value hedges                                                               
Profit on disposal of              (437)        (17)          (17)              
subsidiaries                                                                    
Dividends received from other      (1)          (1)           (1)               
investments                                                                     
Charge with respect to share       39           28            58                
options                                                                         
Other non-cash movements           -            3             (2)               
Net cash generated from            2,355        2,229         4,518             
operations before working capital                                               
movements (EBITDA)                                                              
Net outflow in working capital     (338)        (101)         (242)             
Net cash generated from            2,017        2,128         4,276             
operations                                                                      
Cash generated from operations includes cash outflows relating to exceptional   
costs of US$20 million in respect of integration and restructuring costs        
relating to MillerCoors (2007: US$10 million).                                  
10B. ANALYSIS OF NET DEBT (UNAUDITED)                                           
Net debt is analysed as follows:                                                
                                 As at         As at         As at              
                                 30/9/08       30/9/07       31/3/08            
                                 Unaudited     Unaudited     Unaudited          
US$m          US$m          US$m               
                                                                                
Borrowings                        (9,414)       (7,154)       (9,160)           
Borrowings-related derivative     83            (154)         (75)              
financial instruments                                                           
Overdrafts                        (399)         (232)         (485)             
Finance leases                    (11)          (15)          (13)              
Gross debt                        (9,741)       (7,555)       (9,733)           

Cash and cash equivalents         350           501           673               
(excluding overdrafts)                                                          
Net debt                          (9,391)       (7,054)       (9,060)           

Cash and cash equivalents on the balance sheet are reconciled to cash and       
cash equivalents on the cash flow as follows:                                   
                                                                                
As at         As at         As at              
                                 30/9/08       30/9/07       31/3/08            
                                 Unaudited     Unaudited     Audited            
                                 US$m          US$m          US$m               
Cash and cash equivalents         350           501           673               
(balance sheet)                                                                 
Overdrafts                        (399)         (232)         (485)             
Cash and cash equivalents (cash   (49)          269           188               
flow)                                                                           
The movement in net debt is analysed as follows:                                
              Cash and  Over-   Borrow-  Deriva- Finance  Total   Net           
              cash      drafts  ings     tive    leases   gross   debt          
equiva-                    finan-           borrow-               
              lents                      cial             ings                  
              (exclud-                   instru-                                
              ing over-                  ments                                  
drafts)                                                           
              US$m      US$m    US$m     US$m    US$m     US$m    US$m          
                                                                                
At 1 April     673       (485)   (9,160)  (75)    (13)     (9,733) (9,060)      
2008                                                                            
Exchange       (20)      62      465      -       1        528     508          
adjustments                                                                     
Cash flow      (311)     22      (588)    (7)     3        (570)   (881)        
Acquisitions   8         -       (155)    -       -        (155)   (147)        
Disposals      -         2       -        -       -        2       2            
Other          -         -       24       165     (2)      187     187          
movements                                                                       
At             350       (399)   (9,414)  83      (11)     (9,741) (9,391)      
30 September                                                                    
2008                                                                            
The group does not have any material exposure to sub-prime lending or           
collateralised debt obligations.  The group has sufficient headroom to enable   
it to conform to covenants on its existing borrowings.  The group has           
sufficient working capital and undrawn financing facilities to service its      
operating activities and ongoing capital investment.  The group has the         
following undrawn committed borrowing facilities available at 30 September in   
respect of which all conditions precedent have been met at that date:           
                                 As at          As at        As at              
                                 30/9/08        30/9/07      31/3/08            
Unaudited      Unaudited    Audited            
                                 US$m           US$m         US$m               
Amounts falling due:                                                            
Within one year                   1,056          1,366        980               
Between one and two years         11             19           157               
Between two and five years        736            1,003        53                
In five years or more             12             -            32                
                                 1,815          2,388        1,222              
Subsequent to 30 September 2008 the maturity date on the US$1,000 million 364   
day facility, shown as falling due within one year in the table above, was      
extended to 7 October 2009, with a one- year term out option.                   
11.  COMMITMENTS, CONTINGENCIES AND GUARANTEES                                  
Except as stated below there have been no material changes to commitments,      
contingencies or guarantees as disclosed in the annual financial report for     
the year ended 31 March 2008.                                                   
COMMITMENTS                                                                     
Contracts placed for future capital expenditure for property, plant and         
equipment not provided in the financial statements amount to US$692 million     
at 30 September 2008.                                                           
In the annual financial report for the year ended 31 March 2008, the group      
disclosed commitments relating to contracts placed for future expenditure for   
Miller relating to various long-term non-cancellable advertising and            
promotion commitments.  As a result of the contribution of the Miller           
business into the MillerCoors joint venture, this commitment will no longer     
be disclosed as a commitment of the group, but will be reported as a            
commitment of the joint venture.                                                
GUARANTEES                                                                      
The following changes to guarantees occurred during the period:                 
Debt securities (`the Notes`)   To 30 June 2008       From 1 July 2008          
                                                                                
US$600,000,000 4.25% Notes      SABMiller plc as      SABMiller plc             
issued by Miller due 2008       guarantor             assumes the               
(`2008 Notes`)                  US Guarantors(1)      liability - no            
                                                     guarantor.                 
                                                                                
US$1,100,000,000 5.50% Notes    SABMiller plc as      SABMiller plc             
issued by Miller due 2013       guarantor             assumes the               
(`2013 Notes`)                  US Guarantors(1)      liability - no            
                                                     guarantor.                 
                                                                                
US$300,000,000 6.625% Notes     Miller and US         MillerCoors LLC as        
issued by SABMiller due 2033    Guarantors (1)        guarantor                 
(`2033 Notes`)                                                                  
                                                                                
US$300,000,000 Floating Rate    Miller and US         No guarantors             
Notes issued by SABMiller due   Guarantors (1)                                  
2009 (`2009 Notes`)                                                             
                                                                                
US$600,000,000 6.20% Notes      Miller and US         No guarantors             
issued by SABMiller due 2011    Guarantors (1)                                  
(`2011 Notes`)                                                                  
                                                                                
US$850,000,000 6.50% Notes      Miller and US         No guarantors             
issued by SABMiller due 2016    Guarantors (1)                                  
(`2016 Notes`)                                                                  
(1) Defined as MBC1, LLC a limited liability company organised under the laws   
of the State of Wisconsin, MBC2, LLC, a limited liability company organised     
under the laws of the State of Wisconsin, Miller Products Company, LLC          
(formerly Miller Products Company), a limited liability company organised       
under the laws of the State of Wisconsin, Miller Breweries West, L.P., a        
Wisconsin limited partnership and Miller Breweries East, LLC (formerly Miller   
Breweries East, Inc.), a limited liability company organised under the laws     
of the State of Wisconsin.                                                      
The 2008 Notes were repaid on 15 August 2008 and there are no outstanding       
guarantees in relation to these notes.                                          
12. BUSINESS COMBINATIONS AND DISPOSALS                                         
Acquisitions                                                                    
On 17 June 2008, SABMiller plc completed the acquisition of the Russian         
brewer LLC Vladpivo and on 4 July 2008 it completed the acquisition of a        
99.84% interest in the Ukrainian brewer CJSC Sarmat.                            
The following table represents the assets and liabilities acquired in respect   
of all business combinations entered into during the six months ended 30        
September 2008:                                                                 
                                                         Carrying values        
                                                         pre-acquisition        
                                                         and provisional        
fair value             
                                                         US$m                   
Intangible assets                                         9                     
Property, plant and equipment                             135                   
Inventories                                               36                    
Trade and other receivables                               16                    
Current tax assets                                        4                     
Cash and cash equivalents                                 8                     
Borrowings                                                (155)                 
Trade and other payables                                  (19)                  
Net deferred tax liabilities                              (4)                   
Net assets acquired                                       30                    
Provisional goodwill                                      45                    
Consideration                                             75                    
Goodwill represents, amongst other things, intangible assets yet to be          
recognised separately from goodwill, and the value of the assembled             
workforce.                                                                      
From the date of acquisition to 30 September 2008 the following amounts have    
been included in the group`s income statement for the period:                   
                                                         US$m                   
Income statement                                                                
Revenue                                                   35                    
Operating loss                                            (8)                   
Loss before tax                                           (11)                  
If the date of the acquisitions made in the six months ended 30 September       
2008 had been 1 April 2008, then the group`s revenue, operating profit and      
profit before tax for the six months ended 30 September 2008 would have been    
as follows:                                                                     
US$m                   
Income statement                                                                
Revenue                                                   11,204                
Operating profit                                          2,062                 
Profit before tax                                         1,920                 
DISPOSAL INTO A JOINT VENTURE                                                   
On 30 June 2008, SABMiller plc and Molson Coors Brewing Company announced       
that they had closed the transaction to combine the US and Puerto Rico          
operations of their respective subsidiaries, Miller and Coors, in a joint       
venture to create MillerCoors a stronger, brand-led US brewer in the            
increasingly competitive US marketplace.  MillerCoors began operating as a      
combined entity on 1 July 2008.   SABMiller has a 58% economic interest in      
MillerCoors and Molson Coors has a 42% economic interest.  Voting interests     
are shared equally between SABMiller and Molson Coors, and each of SABMiller    
and Molson Coors has equal board representation. A profit of US$437 million     
arose on the deemed disposal of the US and Puerto Rico operations of the        
Miller business into the MillerCoors joint venture.                             
INITIAL ACCOUNTING                                                              
The initial accounting under IFRS 3, `Business Combinations`, for the Grolsch   
and Browar Belgia acquisitions had not been completed as at 31 March 2008.      
During the six months ended 30 September 2008, adjustments to provisional       
fair values in respect of the Grolsch and Browar Belgia acquisitions have       
been made.  As a result comparative information for the year ended 31 March     
2008 has been presented in this interim financial information as if the         
adjustments to provisional fair values had been made from the transaction       
dates of 12 February 2008 and 8 January 2008 respectively.  The impact on the   
prior period income statement has been reviewed and no material adjustments     
to the income statement as a result of the adjustments to provisional fair      
values are required.  The following table reconciles the impact on the          
balance sheet reported for the year ended 31 March 2008 to the comparative      
balance sheet presented in this interim financial information.                  
BALANCE SHEET                                                                   
Adjustments                          
                              At 31/3/08   to provisional  At 31/3/08           
                                           fair values     As restated          
                              Audited      Unaudited       Unaudited            
US$m         US$m            US$m                 
Assets                                                                          
Non-current assets                                                              
Goodwill                       15,600       (478)           15,122              
Intangible assets              4,383        653             5,036               
Property, plant and equipment  9,037        76              9,113               
Other non-current assets       2,666        1               2,667               
                              31,686       252             31,938               
Current assets                                                                  
Inventories                    1,350        12              1,362               
Trade and other receivables    1,871        (5)             1,866               
Other current assets           906          2               908                 
4,127        9               4,136                
                                                                                
Total assets                   35,813       261             36,074              
                                                                                
Liabilities                                                                     
Current liabilities                                                             
Trade and other payables       (3,273)      (29)            (3,302)             
Other current liabilities      (2,930)      (20)            (2,950)             
(6,203)      (49)            (6,252)              
Non-current liabilities                                                         
Trade and other payables       (338)        -               (338)               
Provisions                     (1,160)      (37)            (1,197)             
Other non-current liabilities  (9,868)      (174)           (10,042)            
                              (11,366)     (211)           (11,577)             
                                                                                
Total liabilities              (17,569)     (260)           (17,829)            

Net assets                     18,244       1               18,245              
                                                                                
Total equity                   18,244       1               18,245              
13. RELATED PARTY TRANSACTIONS                                                  
The MillerCoors joint venture is deemed to be a related party from 1 July       
2008.  Since 1 July 2008 group companies have sold beer to and purchased hops   
from MillerCoors. MillerCoors has also entered into a distribution agreement    
with a group company and carried out contract brewing on behalf of group        
companies.  The group has also received a dividend of US$81 million.  Details   
of transactions with MillerCoors will be disclosed in the annual report for     
the year ended 31 March 2009 and are not material for disclosure for the        
current period.                                                                 
Other than as described above, there have been no material changes to the       
nature or relative quantum of related party transactions as described in the    
2008 Annual Report.                                                             
Changes to key management during the period were as follows: Rob Pieterse and   
Maria Ramos were appointed to the board on 15 May 2008 and Lord Renwick of      
Clifton retired from the board on 31 July 2008. On 1 July 2008 and 30           
September 2008 respectively, Tom Long and Johann Nel ceased to be members of    
Excom. Consequently, there were 23 key management at 30 September 2008 (31      
March 2008: 24).  Norman Adami was appointed as a member of Excom with effect   
from 1 October 2008.                                                            
14.  POST BALANCE SHEET EVENTS                                                  
Subsequent to 30 September 2008 the maturity date on the US$1,000 million 364   
day facility was extended to 7 October 2009 with a one year term-out option.    
FORWARD-LOOKING STATEMENTS                                                      
This announcement does not constitute an offer to sell or issue or the          
solicitation of an offer to buy or acquire ordinary shares in the capital of    
SABMiller plc (the "Company") or any other securities of the Company in any     
jurisdiction or an inducement to enter into investment activity.                
This announcement includes `forward-looking statements` with respect to         
certain of SABMiller plc`s plans and its current goals and expectations         
relating to its future financial condition, performance and results. Although   
SABMiller plc believes that the expectations reflected in the forward-looking   
statements are reasonable, SABMiller plc`s actual future financial condition,   
performance and results may differ materially from the plans, goals and         
expectations set forth in SABMiller plc`s forward-looking statements. These     
statements contain the words "anticipate", "believe", "intend", "estimate",     
"expect" and words of similar meaning. All statements other than statements     
of historical facts included in this announcement, including, without           
limitation, those regarding the Company`s financial position, business          
strategy, plans and objectives of management for future operations (including   
development plans and objectives relating to the Company`s products and         
services) are forward-looking statements. Such forward-looking statements       
involve known and unknown risks, uncertainties and other important factors      
that could cause the actual results, performance or achievements of the         
Company to be materially different from future results, performance or          
achievements expressed or implied by such forward-looking statements. Such      
forward-looking statements are based on numerous assumptions regarding the      
Company`s present and future business strategies and the environment in which   
the Company will operate in the future. These forward looking statements        
speak only as at the date of this announcement.  The Company expressly          
disclaims any obligation or undertaking to disseminate any updates or           
revisions to any forward-looking statements contained herein to reflect any     
change in the Company`s expectations with regard thereto or any change in       
events, conditions or circumstances on which any such statement is based. The   
past business and financial performance of SABMiller plc is not to be relied    
on as an indication of its future performance.                                  
ADMINISTRATION                                                                  
SABMILLER PLC                                                                   
(Registration No. 3528416)                                                      
COMPANY SECRETARY                                                               
John Davidson                                                                   
REGISTERED OFFICE                                                               
SABMiller House                                                                 
Church Street West                                                              
Woking                                                                          
Surrey, England                                                                 
GU21 6HS                                                                        
Telefax     +44 1483 264117                                                     
Telephone +44 1483 264000                                                       
HEAD OFFICE                                                                     
One Stanhope Gate                                                               
London, England                                                                 
W1K 1AF                                                                         
Telefax      +44 20 7659 0111                                                   
Telephone +44 20 7659 0100                                                      
INTERNET ADDRESS                                                                
http://www.sabmiller.com                                                        
INVESTOR RELATIONS                                                              
investor.relations@sabmiller.com                                                
Telephone +44 20 7659 0100                                                      
INDEPENDENT AUDITORS                                                            
PricewaterhouseCoopers LLP                                                      
1 Embankment Place                                                              
London, England                                                                 
WC2N 6RH                                                                        
Telefax +44 20 7822 4652                                                        
Telephone +44 20 7583 5000                                                      
REGISTRAR (UNITED KINGDOM)                                                      
Capita Registrars                                                               
The Registry                                                                    
34 Beckenham Road                                                               
Beckenham                                                                       
Kent, England                                                                   
BR3 4TU                                                                         
Telefax +44 20 8658 3430                                                        
Telephone +44 20 8639 2157 (outside UK)                                         
Telephone 0870 162 3100 (from UK)                                               
REGISTRAR (SOUTH AFRICA)                                                        
Computershare Investor Services (Pty) Limited                                   
70 Marshall Street, Johannesburg                                                
PO Box 61051                                                                    
Marshalltown 2107                                                               
South Africa                                                                    
Telefax    +27 11 370 5487                                                      
Telephone +27 11 370 5000                                                       
UNITED STATES ADR DEPOSITARY                                                    
The Bank of New York Mellon                                                     
Depositary Receipts Division                                                    
101 Barclay Street                                                              
New York, NY 10286                                                              
United States of America                                                        
Telephone +1 212 815 3700                                                       
Email: shrrelations@bnymellon.com                                               
Internet: http:// www.adrbnymellon.com                                          
Toll free +1 888 BNY ADRS or +1 888 269 2377 (toll-free)                        
(USA & Canada only)                                                             
Date: 13/11/2008 09:00:08 Produced by the JSE SENS Department.                  
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