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Wed 4 Mar 2009, 9:24 OML/OLM - Old Mutual Plc - Preliminary Results for the year ended 31 December
OML
OLOML                                                                           
OML/OLM - Old Mutual Plc - Preliminary Results for the year ended 31 December   
2008                                                                            
OLD MUTUAL plc                                                                  
Issuer code:   OLOML                                                            
JSE Share code: OML                                                             
NSX share code: OLM                                                             
ISIN: GB0007389926                                                              
Old Mutual plc Preliminary Results for the year ended 31 December 2008          
Solid performance in SA and Europe with challenges in US Life                   
OMSA and Nordic: excellent growth in sales; adjusted operating profits up 14%   
and 23% (in local currency) respectively                                        
UK: sales impacted by equity market decline although strong unit-linked         
market position maintained                                                      
US Asset Management: diversified asset mix provided resilience                  
US Life: disappointing result although management actions to derisk and         
return to profitability                                                         
The Group and its businesses remain well capitalised                            
Group pro-forma FGD surplus at 31 December in excess of GBP0.7 billion, 1.2     
times coverage ratio                                                            
Available cash and facilities of over GBP600 million                            
Strong capital surpluses in individual business units                           
  UK: 2.6 times required capital                                                
  Nordic: 9.9 times required capital                                            
OMLACSA: 3.8 times required capital                                           
  Nedbank: Tier 1 capital at 9.6%                                               
  US Life: RBC ratio of 305% in onshore and significant excess capital in       
   offshore                                                                     
Board decision not to pay dividends in 2009 to give further buffer on cash      
and capital position                                                            
Improved business structure, risk management and governance                     
New Long-term Savings division                                                  
Risk appetite agreed for major subsidiary companies                             
Enhanced governance and operational oversight from the centre                   
Simplification of business will take place as global financial climate allows   
Financial Summary                                 2008                 2007     
Net client cash flows                 GBP1.2bn outflow     GBP23.4bn inflow     
Funds under management                      GBP264.8bn           GBP278.9bn     
Profit before tax (IFRS)                       GBP595m            GBP1 750m     
Adjusted operating profit before tax                                            
(IFRS basis)*                                  GBP999m            GBP1 624m     
Adjusted operating profit before tax                                            
(MCEV basis)                                   GBP978m            GBP1 631m     
Adjusted operating earnings per share                                           
(IFRS basis)**                                   12.2p                16.9p     
Basic earnings per share (IFRS)                   8.6p                19.2p     
Adjusted operating earnings per share                                           
(MCEV basis)                                     11.0p                17.0p     
Adjusted MCEV per share                         117.6p               166.3p     
Julian Roberts, Chief Executive, commented:                                     
"2008 presented major challenges for the Group. The rapid deterioration         
combined with volatility in global financial markets, most notably in the       
fourth quarter, gave rise to an extremely difficult operating environment,      
while we faced a number of specific issues in our US Life business.             
Nevertheless, many parts of the Group delivered strong performances, especially 
in the markets where we have scale and strong market positions.                 
"As a Group we remain well capitalised with strong surpluses over required      
capital levels in each of our business units, but due to the very uncertain     
market conditions, we have decided to conserve capital and cash levels despite  
our ability to withstand significant further deterioration in market            
conditions.                                                                     
"Going forward, I am determined to rigorously drive performance improvement and 
strengthen governance, while at the same time reshaping the Group."             
Enquiries                                                                       
Investor Relations                                                              
Aleida White                         UK       +44 (0)20 7002 7287               
Deward Serfontein                    SA       +27 (0)82 810 5672                
Media                                                                           
Matthew Gregorowski                  UK       +44 (0)20 7002 7133               
Finsbury                                                                        
Mike Smith/Brian Cattell                    +44 (0)20 7251 3801                 
Notes                                                                           
Wherever the terms asterisked in the Financial Highlights are used, whether in  
the Financial Highlights, the Chief Executive`s Statement, the Group Finance    
Director`s Review or the Business Review, the following definitions apply:      
* For long-term business and general insurance businesses, adjusted operating   
profit is based on a long-term investment return, includes investment returns   
on life funds` investments in Group equity and debt instruments, and is stated  
net of income tax attributable to policyholder returns. For the US Asset        
Management business, it includes compensation costs in respect of certain       
long-term incentive schemes defined as minority interests in accordance with    
IFRS. For all businesses, adjusted operating profit excludes goodwill           
impairment, the impact of acquisition accounting, put revaluations related to   
long-term incentive schemes, the impact of closure of unclaimed shares trusts,  
profit/(loss) on disposal of subsidiaries, associated undertakings and          
strategic investments, dividends declared to holders of perpetual preferred     
callable securities, and fair value (profits)/losses on certain Group debt      
movements.                                                                      
** Adjusted operating earnings per ordinary share is calculated on the same     
basis as adjusted operating profit. It is stated after tax attributable to      
adjusted operating profit and minority interests. It excludes income            
attributable to Black Economic Empowerment (BEE) trusts of listed subsidiaries. 
The calculation of the adjusted weighted average number of shares includes own  
shares held in policyholders` funds and BEE trusts.                             
Cautionary statement                                                            
This announcement has been prepared solely to provide additional information to 
shareholders to assess the Group`s strategies and the potential for those       
strategies to succeed. It should not be relied on by any other party or for any 
other purpose.                                                                  
This announcement contains forward-looking statements with respect to certain   
of Old Mutual plc`s plans and its current goals and expectations relating to    
its future financial condition, performance and results. By their nature, all   
forward-looking statements involve risk and uncertainty because they relate to  
future events and circumstances that are beyond Old Mutual plc`s control,       
including, among other things, UK domestic and global economic and business     
conditions, market-related risks such as fluctuations in interest rates and     
exchange rates, policies and actions of regulatory authorities, the impact of   
competition, inflation, deflation, the timing and impact of other uncertainties 
or of future acquisitions or combinations within relevant industries, as well   
as the impact of tax and other legislation and other regulations in territories 
where Old Mutual plc or its affiliates operate.                                 
As a result, Old Mutual plc`s actual future financial condition, performance    
and results may differ materially from the plans, goals and expectations set    
forth in Old Mutual plc`s forward-looking statements. Old Mutual plc undertakes 
no obligation to update any forward- looking statements contained in this       
announcement or any other forward-looking statements that it may make.          
Notes to Editors:                                                               
A webcast of the presentation and Q&A will be broadcast live at 9:00 am (GMT),  
10:00 am (CET), 11:00 am (South African time) today on the Company`s website    
www.oldmutual.com. Analysts and investors who wish to participate in the call   
should dial the following numbers:                                              
UK (toll-free)               0500 101 630                                       
US (toll-free)               877 491 0064                                       
Sweden (toll-free)           0200 887 651                                       
South Africa (toll-free)     0800 991 468                                       
International                +44 20 7162 0025                                   
Playback (available for 14 days from 4 March), using passcode 824733:           
UK (toll-free)             0800 358 1860                                        
US (toll-free)             888 365 0240                                         
Sweden (toll-free)         08 5052 0333                                         
International              +44 20 7031 4064                                     
There will also be a separate conference call at 1:30 pm GMT (2:30 pm CET/      
3:30 pm South African time) today on Old Mutual`s supplementary life reporting  
under Market Consistent Embedded Value ("MCEV"). Analysts and investors who     
wish to participate in the call should dial the following numbers, quoting      
confirmation code 9824696:                                                      
UK (toll-free)               0800 028 1277                                      
US (toll-free)               888 935 4577                                       
Sweden (toll-free)           08 5352 6407                                       
South Africa (toll-free)     0800 991 539                                       
International                +44 207 806 1956                                   
This conference call will use VisionCast web meeting facility and slides can be 
viewed at                                                                       
http://www.livemeeting.com/cc/premconfeurope/join?id=9824696&role=attend&pw=pw7 
894 or by entering the VisionCast website http://www.euvisioncast.com using     
Meeting ID 9824696 and password pw7894. The presentation slides will also be    
available for download on the Company`s website, www.oldmutual.com from 8:00 am 
GMT.                                                                            
Playback (available for 14 days from 4 March), using passcode 9824696#:         
UK (toll-free)             0800 559 3271                                        
US (toll-free)             866 239 0765                                         
Sweden (toll-free)         08 5876 9441                                         
International              +44 207 806 1970                                     
Copies of these Preliminary Results, together with high-resolution images and   
biographical details of the Executive Directors of Old Mutual plc, are          
available in electronic format to download from the Company`s website at        
www.oldmutual.com.                                                              
A Financial Disclosure Supplement relating to the Company`s Preliminary Results 
can be found on the website. This contains key financial data for 2008 and      
2007.                                                                           
Chief Executive`s Statement                                                     
Overview                                                                        
2008 presented major challenges for the Group. The rapid deterioration in       
global financial markets, most notably in the fourth quarter, resulted in an    
extremely difficult operating environment, while we faced a number of specific  
issues in our US Life businesses. Despite these setbacks, we delivered a strong 
performance across many parts of the Group, especially in the markets where we  
have significant scale and strong market positions.                             
During the second half of the year, we took major strides to address the issues 
in our US Life offshore business and, with these largely contained, toward the  
end of the year we turned our attention to the future and began a full review   
of the Group`s activities. During that time we welcomed Philip Broadley to Old  
Mutual as our new Group Finance Director and we are already benefiting from his 
experience and skills. The actions following this review are outlined in more   
detail below.                                                                   
Capital adequacy position                                                       
The Group`s pro-forma FGD surplus at 31 December 2008 was in excess of GBP0.7   
billion. This is in line with our self- imposed target range which ensures we   
have sufficient headroom to cover any capital issues across the Group`s         
operations.                                                                     
Our Nordic and UK businesses are well capitalised with solvency ratios of 9.9   
times and 2.6 times the required level respectively. Our European businesses    
are capital light by their nature and therefore present very little capital     
risk. In South Africa, we have the strongest capital position and credit rating 
in the long-term insurance industry, with a surplus in OMLACSA of 3.8 times the 
required level. Nedbank`s key ratios also demonstrate its capital strength. In  
the case of US Life, during 2008 we took action to maintain capital in the      
onshore business at three times its required level. GBP314 million of cash was  
injected into the US Life offshore business during 2008. This business now has  
significant excess capital over its regulatory requirement.                     
We have carried out significant capital stress testing. Historically, the       
highest global default rates during a recession have averaged 1.6% for          
investment grade (Source: Moody`s). Applying these historical high default      
rates to our portfolio would generate losses which can be absorbed within our   
FGD surplus. Actual defaults on our corporate bonds for the year were           
GBP85 million resulting in a default rate of approximately 1.3% on our corporate
bond portfolio. Our FGD surplus would enable us to withstand eight times that   
rate in a single year.                                                          
The Group has available cash and facilities of over GBP600 million as at        
31 December 2008.                                                               
Dividend                                                                        
During 2008 we paid an interim dividend of 2.45p per share. However, in view of 
the unpredictability of market conditions and continued uncertainty around the  
performance of financial markets, we believe it is prudent for us to conserve   
our capital and retain cash. Accordingly, the Board has determined that in      
order to conserve cash and capital during the current period of economic        
stress, no dividends will be paid by the Company during 2009. The Board will    
consider the position in respect of a final dividend for 2009 at the            
appropriate time in light of the then prevailing market and economic            
conditions. Longer term, the Board will look to pay a dividend based on the     
Group`s capital, cash flow and earnings, with a view to maintaining cover of at 
least two times.                                                                
Strong sales and earnings growth in South Africa                                
In the markets where our businesses are highly developed and we have strong     
brands, we delivered excellent growth in both sales and profit. In South        
Africa, life and unit trust sales in local currency grew by 14% and 33%         
respectively and there was a significant reduction in net client cash outflows. 
The boutique model of our South African investment management business has      
continued to bed down well, with the majority of our boutiques delivering a     
better investment performance than in 2007. Old Mutual South Africa`s adjusted  
operating profit on an IFRS basis was up 14% to R8 billion and the return on    
equity was up nearly four percentage points to 27.8%. This is an excellent      
result given the fall in equity markets and tightened consumer spending, and    
demonstrates the strength of our diverse product offering and our ability to    
adapt to an ever-changing market environment.                                   
In contrast to the negative forecast GDP in the UK and US, the South African    
economy is forecast to grow by 1.2% in 2009 (Source: South African National     
Treasury) and, while it is facing its own challenges, the South African banking 
sector remains in good health, with the inter-bank lending market continuing to 
operate efficiently. Despite an increased level of impairments, Nedbank         
delivered an adjusted operating profit on an IFRS basis of R8.8 billion, down   
just 5% on 2007, and a return on equity of 17.7% with Tier 1 capital at 9.6%.   
Skandia building market share across Europe                                     
Skandia saw positive net client cash flows across all its divisions and the     
drop in funds under management relative to the much larger fall in the equity   
markets was very pleasing, reflecting good product innovation and investment    
performance. In Nordic, strong cash inflows were driven by a 30% increase in    
life sales to SEK2.6 billion and adjusted operating profit on an IFRS basis was 
up 23% to SEK1.1 billion. This was largely as a result of the introduction of   
new products and, in particular, growth in the unit-linked business in Sweden.  
This was very much against the trend seen in the UK and across the rest of      
Europe, given the general flight from equities which resulted in a significant  
drop in unit-linked sales. However, across Europe, we increased our market      
share, which will stand us in good stead when equity markets recover.           
In the UK, the relative decline in sales was largely due to reduced demand for  
unit-linked products, especially bonds and single premium pensions, although    
Skandia`s market share across the entire pensions market, and especially single 
premium personal pensions, remained strong. The core of our business is         
providing customers with a choice of products which are transparent, flexible   
and tailored to their specific needs and risk appetite, but which also provide  
attractive returns. Therefore, unlike many of the UK life insurers, we do not   
undertake any with-profits or bulk annuity business and therefore our capital   
requirement is much lower. While our sales have been affected by market         
volatility in the short term, we believe that Skandia`s open-architecture model 
is at the forefront of the modern savings and investment market and that this   
will deliver excellent long-term value.                                         
We also launched a repricing initiative in order to build our share of the      
platform market, while increasing the range of investment solutions to create   
wider customer appeal during this period of market volatility. For example, the 
Spectrum range of risk-controlled funds launched in April attracted more than   
GBP120 million of subscriptions by the year-end and the UK Strategic Best Ideas 
Fund was the best performing UK fund out of any sector during 2008.             
Resilient net client cash flows in US Asset Management                          
US Asset Management continued to deliver strong long-term investment            
performance and our diversified asset mix provided resilience in difficult      
markets. Fixed income and alternatives make up over half of the total funds     
under management, which were down 28% to USD240 billion compared to an overall  
US                                                                              
market decline of approximately 40%. Excluding the cessation of                 
securities-lending at Dwight Asset Management, net client cash flows were       
positive. This is an excellent result at a time when significant net outflows   
are being experienced across the industry. However, the equity market decline,  
especially in the fourth quarter, caused a significant reduction in performance 
fees, although this was partially off-set by a much reduced cost base.          
Actions to stabilise US Life and return to profitability                        
Overall, the performance of our US Life businesses were heavily impacted by     
increased reserves related to certain single-premium immediate annuities,       
write-downs in relation to deferred acquisition costs and hedge losses related  
to variable annuity products. Difficult credit markets resulted in higher       
impairment losses than in 2007 and market conditions had a major impact on the  
level of unrealised losses on our fixed income portfolio, as is the case across 
the industry. Both oversight and governance have been strengthened considerably 
and the management team has taken a number of actions in the second half of     
2008 aimed at derisking the business and generating profitable returns.         
We are in the process of transforming our onshore business into a sustainable   
operation, based on lower, but more profitable, sales from a considerably       
reduced cost base. We have eliminated unprofitable product lines, and are       
focused on selling less capital-intensive, more customer-centric products       
through closer relationships with our core distribution partners. We have       
consolidated a number of locations from which the business operated and reduced 
headcount. A strong expense discipline has been established along with a more   
conservative risk culture.                                                      
In the offshore business more precise fund-mapping has improved our hedging,    
which was 92% effective during the fourth quarter, and we have a much better    
understanding of sensitivities to further market and currency movements.        
Whilst sales have fallen dramatically due to the withdrawal of problem          
products, we are now focused on rebuilding this business through writing        
sensible, specialist investment products tailored to our international          
customers` needs, which will underpin a good recovery in future profitability.  
Review of Business                                                              
Over the last four months, with the help of management consultants, we have     
conducted a thorough review of every part of our business. Our overriding       
conclusion is that while we have some valuable businesses with high-quality     
people, there is a fundamental need for change. We have therefore identified    
five key priority areas.                                                        
1. Maintain and strengthen our capital position                                 
As outlined above, our capital and liquidity position remains healthy. However, 
in the current environment, continuing to manage our capital responsibly must   
be our top priority.                                                            
2. Streamline the portfolio over time                                           
We recognise that our portfolio of businesses is too broad. We operate in too   
many geographies and have too many lines of business, a number of which are     
sub-scale in their respective markets. This makes the Group complex and         
difficult to manage on a decentralised basis as we have done in the past. It    
therefore requires simplification.                                              
However in the current environment, major rationalisation of our portfolio of   
businesses would be extremely difficult and, if achievable, would almost        
certainly destroy value for our shareholders. At this stage, we have therefore  
concluded that it will take some time to achieve our optimal business           
structure. That said, we have already taken some actions where it has been      
sensible to do so, namely:                                                      
- We have agreed to the sale of our Australian business.                        
- We have exited Portugal.                                                      
- We have rationalised our businesses in continental Europe, creating two hubs  
based in Berlin and Paris for the mass market and affluent markets respectively.
- While we remain committed to our established businesses in India and China,   
we will scale back significantly our aspirations in the Far East and will       
therefore close our office in Hong Kong.                                        
We are also moving the governance of our businesses to a more centralised model 
which we believe will reduce risk and bring better control.                     
We will look for opportunities to make further changes as market conditions     
allow and we can create value for shareholders. We do not need asset sales in   
order to raise capital and any streamlining activity will be based on enhancing 
efficiency and our strategic focus.                                             
3. Leverage scale in our long-term savings businesses                           
We intend to bring all our long term savings businesses into a single operating 
structure. Skandia, OMSA, US Life and Asia Pacific will report to a single      
executive, Paul Hanratty, who will relocate to London as Head of Long-term      
Savings.                                                                        
We believe that there is a significant amount of value that can be unlocked by  
these businesses working more closely together. For example:                    
- We can deploy the distinctive technology and capabilities within our South    
African, UK and Nordic platform businesses more effectively across the Group.   
- We believe there are operational cost efficiencies that can be achieved.      
- We have product capability that can be used across the business.              
4. Drive value creation within, and between our South African businesses        
We have already created significant value through co-operation between Nedbank  
and OMSA, delivering synergies in excess of R1 billion in annual pre-tax        
profit. We now have a firm commitment to all our South African businesses and   
believe that there is more value that can be achieved through their closer      
co-operation.                                                                   
Tom Boardman remains a member of my executive committee and both he and Paul    
Hanratty will be tasked with delivering greater synergies between Nedbank and   
OMSA as well as agreeing and delivering on new bancassurance targets.           
Nedbank, which has several wealth management joint ventures with Old Mutual,    
may also acquire those joint ventures during the year, in exchange for          
Old Mutual taking an increased shareholding in Nedbank.                         
Mutual & Federal will focus on increasing profitability, strengthening the      
balance sheet and driving greater co-operation with Nedbank and OMSA.           
5. Strengthen governance and risk management                                    
In 2008 we started to invest in additional risk resources (people and systems)  
and, as a result, our risk and governance processes have been significantly     
strengthened. The next priority is to embed those processes across the Group.   
One consequence of these initiatives is that we are rolling out a business      
level risk appetite, which sets the mandatory risk levels each business must    
adhere to.                                                                      
We have also formed iCRaFT - "integrated Capital, Risk and Financial            
Transformation". This programme is essentially aimed at ensuring we become      
fully compliant with Solvency II, the new regulatory regime being introduced    
for all European-domiciled insurers. Over and above compliance, our programme   
aims to implement best practice in the way that we measure and manage risk,     
capital and financial performance. We then integrate these in the way that we   
run our businesses, and in the implementation of best practice financial        
controls.                                                                       
To ensure we manage these various Group initiatives effectively, we have        
appointed Paul Maddox on secondment from Ernst and Young as Head of Strategic   
Implementation. Paul will be a member of the Executive Committee with           
responsibility for driving through the change programme.                        
Outlook                                                                         
Many of our businesses have performed well in a very difficult operating        
environment. This performance provides us with an excellent base from which to  
deal with the challenges presented by the current economic climate and the      
continued financial market volatility.                                          
Going forward, I am determined to rigorously drive performance improvement and  
strengthen governance, while at the same time looking for opportunities to      
reshape the Group.                                                              
Julian Roberts                                                                  
Chief Executive                                                                 
4 March 2009                                                                    
Group Finance Director`s Review                                                 
GROUP RESULTS                                                                   
Group Highlights (GBPm)                       2008        2007     % Change     
Adjusted operating profit (IFRS                                                 
basis) (pre-tax)                               999       1 624        (38%)     
Adjusted operating earnings per share (IFRS                                     
basis)                                       12.2p       16.9p        (28%)     
Profit before tax (IFRS)                       595       1 750        (66%)     
Basic earnings per share (IFRS)               8.6p       19.2p        (55%)     
Adjusted operating profit (MCEV basis)                                          
(pre-tax)                                      978       1 631        (40%)     
Adjusted operating profit (MCEV basis)                                          
(post-tax)                                     575         922        (38%)     
Adjusted operating earnings per share (MCEV                                     
basis)                                       11.0p       17.0p        (35%)     
Adjusted group embedded value (GBPbn)          6.2        9.0*        (31%)     
Adjusted group embedded value per share     117.6p     166.3p*        (29%)     
Life assurance sales (APE)                   1 611      1 748*         (8%)     
Unit trust/mutual fund sales                 6 600     8 383**        (21%)     
Value of new business                          104        230*        (55%)     
PVNBP                                       12 262     14 046*        (13%)     
Net Client Cash Flows (GBPbn)                (1.2)        23.4       (105%)     
Funds under management (GBPbn)               264.8       278.9         (5%)     
Total shareholders` equity                   9 577       9 597            -     
Return on equity***                           9.0%       13.2%                  
Return on embedded value                      7.8%       13.7%                  
Full dividend in respect of the financial                                       
year 2008                                    2.45p       6.85p                  
* Restated, as now reporting on an MCEV basis                                   
** Restated net of Institutional sales in Australia                             
*** Return on equity is calculated using adjusted operating profit after tax    
and minority interests on an IFRS basis with allowance for accrued coupon       
payments on the Group`s hybrid capital. The average shareholders` equity used   
in the calculation excludes minorities and hybrid capital.                      
Funds under management held up well during year of market volatility            
During 2008, Old Mutual delivered robust investment performance in challenging  
markets. Although net client cash flows were negative overall, we produced      
positive flows of GBP3.2 billion in our Skandia businesses and GBP0.1 billion   
in our combined South Africa businesses. However, these were off-set by outflows
in our US and Asia Pacific businesses. Excluding the outflows due to a          
cessation of securities lending which one of our US Asset Management affiliates 
suspended during the year, net client cash flows were GBP2.4 billion for the    
year. The result is pleasing, considering the challenges of delivering on       
absolute investment performance in the extremely volatile markets in 2008. This 
is demonstrated through our closing funds under management, which held up well  
in the year overall, down 5% to GBP264.8 billion, in a period when markets such 
as the FTSE 100, the JSE Africa All Share Index and S&P 500 all fell more than  
25%.                                                                            
Breadth of sales product offering in diverse geographic markets                 
Overall life sales on an APE basis held up well, supported by our core          
businesses in Nordic and South Africa. We continued to see the benefits of our  
investment in the Nordic sales channel, where life APE sales were up 30% in     
local currency. South Africa life sales were up 14% in rand terms. However in   
the US, sales were constrained, down 23% in local currency. UK and Offshore     
sales were disappointing, down 19%, with single premium sales being impacted by 
the market conditions mainly through lower pension sales.                       
Southern Africa (including Rest of Africa) unit trust sales were up an          
impressive 46% in local currency with investors moving to lower risk money      
market funds, but declines in unit trust sales in all other regions more than   
off-set these gains due to the ongoing tough market conditions.                 
Value of new business                                                           
The value of new business (VNB) was down 55% to GBP104 million but excluding US 
Life, at negative GBP66 million, was down 15% for the year on a like-for-like   
basis. Excellent volumes in Nordic and a strong contribution from OMSA were     
off-set by lower volumes in the UK, ELAM and US Life. The APE profit margin was 
6%. The margin was steady in the UK and South Africa compared with 2007, but    
down marginally in Nordic and to a greater extent in ELAM, where it fell to 6%  
mainly due to lower volumes and a change in product mix. The US Life margin was 
negative because of a reduction in the margin of variable annuities as a result 
of increased guarantee costs and the exclusion of capitalised corporate bond    
spreads in the Old Mutual MCEV methodology.                                     
Adjusted operating earnings (IFRS basis)                                        
Adjusted operating profit for the year held up in most regions with good        
contributions from our African, European and US Asset Management businesses,    
however profits were adversely impacted by adjustments in our US Life           
businesses. Credit markets remained under stress at the end of 2008. Following  
review of our asset portfolio we impaired a total of GBP414 million, of which   
GBP28 million affected the 2008 adjusted operating profit as the total          
impairments are amortised over five years through adjusted operating profit. We 
are reviewing this policy for US Life and expect to move to an "expected        
return" approach for impairments from 2009 onwards.                             
We also reviewed our deferred acquisition costs balances and accelerated        
amortisation by GBP159 million for the combined US Life businesses. Further, in 
our onshore business we stopped selling the single premium immediate annuities  
("SPIA") block of business and made a GBP235 million adjustment in respect of   
additional mortality reserves where we have increased our life expectancy       
assumption to over 90 years. Finally in our offshore business we incurred a     
charge of GBP68 million which reflects the inefficiency of hedge mapping. A     
further charge of GBP206 million was made below the line which reflects market  
volatility, in line with standard industry practice.                            
Rand currency depreciation substantially contributed to lower earnings however  
this was partially off-set by US dollar, Euro and Swedish Krona strengthening   
and in total the Group delivered adjusted operating profit before tax and       
minority interests 38% below 2007 and 36% below on a constant currency basis.   
                                          2008      2007     2007 restated      
at 2008 rates      
Group Highlights (GBPm)                                                         
Adjusted operating profit                                                       
(IFRS basis) (pre-tax)                                                          
Europe                                     266       268                280     
Africa                                   1 191     1 254              1 157     
United States                            (270)       260                281     
Asia Pacific                              (17)        2*                  2     
1 170     1 784              1 720      
Finance costs                            (140)     (119)              (119)     
Other shareholders` expenses              (31)      (41)               (41)     
Adjusted operating profit                                                       
before tax and minority                                                         
interests                                  999     1 624              1 560     
Tax                                       (86)     (418)              (401)     
Minority interests                       (272)     (292)              (271)     
Adjusted operating profit                                                       
after tax and minority                                                          
interests                                  641       914                888     
Adjusted operating EPS                                                          
(pence)                                   12.2      16.9               16.4     
* Includes Bermuda Asset Management (now included in USAM)                      
Assuming constant exchange rates, 2007 adjusted operating EPS would have been   
16.4p with the currency impact being negative 0.5p. Financing costs increased   
over the 2007 mainly due to foreign exchange as the sterling value of non-      
sterling-denominated debt payments increased. Other shareholders expenses       
principally comprise head office costs.                                         
Taxation                                                                        
The Group`s effective adjusted operating profit (IFRS basis) tax rate decreased 
to 9% from 26% in the comparative period. This tax rate is anomalously low due  
to the unprecedented market conditions in 2008 coupled with a reduced adjusted  
operating profit which magnifies the rate effect of any adjustment. The         
reduction in the tax rate is due to a number of factors. These include releases 
of tax provisions as a result of the closing of issues being agreed with tax    
authorities, consistent levels of tax exempt dividend income now representing a 
greater proportion of the reduced adjusted operating profit, the effect of the  
different basis of taxation of life tax companies, non-taxable foreign exchange 
gains, reduction in tax rates and more profits being earned in lower taxed      
jurisdictions and the utilisation of previously unrecognised deferred tax       
assets. These factors were partially off-set by increased secondary tax on      
companies charges and a decreased adjusted operating profit, non-recognition of 
deferred tax assets arising in US Life and adjustments in respect of prior      
periods.                                                                        
In the longer term, it is expected that the tax rate would tend to return to    
the 2007 level.                                                                 
Return on equity                                                                
Return on equity for the Group declined to 9.0% in 2008 from 13.2% in 2007,     
primarily due to losses from the US Life businesses. This contained some very   
satisfactory performances from our South African businesses where OMSA achieved 
a return on allocated capital of 27.8%, Nedbank a return on equity (excluding   
goodwill) of 20.1% and Mutual & Federal achieved a return on capital of 33.9%.  
Shareholders` equity                                                            
Throughout the year, shareholders` equity remained steady with retained profits 
and foreign exchange gains on consolidation being off-set by unrealised losses  
in the US Life businesses and the payment of dividends.                         
Old Mutual Market Consistent Embedded Value (MCEV)                              
The Market Consistent Embedded Value Principles (the "Principles") were         
published in June 2008 by the CFO Forum, a group representing the Chief         
Financial Officers of major European insurers, and compliance with these        
Principles is mandatory in 2009. These Principles provide a framework intended  
to improve comparability and transparency in Embedded Value reporting across    
Europe. Old Mutual plc has published European Embedded Value ("EEV") results    
since 2004. The Principles have been fully complied with for all businesses as  
at 31 December 2008, with the exception of the use of an adjustment of 300      
basis points in the risk free rate due to current market conditions for the     
US Life Onshore business. This adjustment reflects a liquidity premium as at    
31 December 2008, and has been determined after reviewing published and         
proprietary literature and data relating to corporate bond spreads with in the  
US Life corporated bond portfolio. The Group has replaced the European Embedded 
Value basis with the MCEV basis for the covered business and figures for        
31 December 2007 have been restated accordingly, and comply fully with all of   
the Principles. The MCEV supplementary information provides details on the      
methodology, assumptions and results of the MCEV for the Old Mutual Group in    
accordance with the disclosure requirements of the Principles and includes      
conversion of comparative supplementary information for 2007, previously        
prepared on the EEV basis, to a MCEV basis.                                     
The impact as at 31 December 2007 of moving from an EEV to a MCEV methodology   
is a reduction in Embedded Value of the covered business of 7.5% from           
GBP6 861 million to GBP6 349 million. Within the European and Southern African  
businesses, the aggregate allowance for risk within the EEV and MCEV approaches 
is broadly aligned and hence relatively minor impacts were experienced on these 
businesses when moving from an EEV to a MCEV approach. Most of the reduction in 
Embedded Value was attributable to the United States business which decreased   
by 57% from GBP1 069 million to GBP462 million. For this business the aggregate 
allowance for risk under EEV is not aligned with the requirements under the     
Principles and a number of factors contribute to the difference in approaches   
as explained in detail in the supplementary information. However, it should be  
noted that compared to EEV reporting, MCEV reporting merely changes the timing  
of recognition of profits and not the ultimate profitability that will emerge   
on covered business.                                                            
Adjusted Group MCEV per share 117.6p                                            
The adjusted Group MCEV per share was 117.6p and adjusted Group MCEV was        
GBP6.2 billion at 31 December 2008 (31 December 2007: 166.3p and GBP9.0 billion 
respectively). The 48.7p decrease in adjusted Group MCEV per share was driven   
by the fall in equity markets and the impact of lower global interest rates and 
higher volatility which increased the cost of policyholder financial options    
and guarantees.                                                                 
Return on Group MCEV                                                            
Return on Group MCEV declined to 7.8% from 13.7% at 31 December 2007. The lower 
adjusted operating MCEV earnings in 2008 were the net effect of higher earnings 
in the South African and European life businesses driven by positive operating  
assumption changes and the reduction in the number of shares following the      
share buy-back programme, off-set by lower new business contributions, adverse  
persistency, higher financial guarantee costs, hedge losses and impairments in  
the United States, impairments in Nedbank and lower asset-based charges in the  
asset management companies.                                                     
Capital position                                                                
The Group`s gearing level remains within our target range, with senior debt     
gearing at 31 December 2008 of 4.0% (2.0% at 31 December 2007) and total        
gearing, including hybrid capital, of 26.7% (21.2% at 31 December 2007).        
Capital requirements are set by the Board, taking into account the need to      
maintain desired credit ratings and to meet regulatory requirements at both the 
Group and local business level.                                                 
Our share buy-back programme announced at the beginning of October 2007 was     
completed in May 2008. A total of approximately 239 million shares were         
repurchased through the London and Johannesburg markets at a total cost of      
GBP351 million.                                                                 
The Group is in compliance with the Financial Groups Directive ("FGD") capital  
requirements, which apply to all EU-based financial conglomerates. Our pro-forma
FGD surplus was in excess of GBP0.7 billion at 31 December 2008. The FSA        
requirement is to maintain a positive surplus at all times. Sensitivities       
to market movements, although not linear, are that a 1% fall in South African   
rand against sterling is broadly equivalent to a GBP14 million reduction in     
FGD, a 1% gain in the US dollar against sterling broadly equivalent to a        
GBP4 million fall in FGD and a 1% fall in the JSE broadly equivalent to a       
GBP4 million decline in FGD. The level of defaults, impairments and realised    
losses in our US corporate bond portfolio also impact on the FGD surplus. We    
improved the pro-forma FGD sensitivity to the dollar since our Q3 Interim       
Management Statement as a result of hedging activities undertaken.              
Unrealised losses                                                               
In our US Life onshore business, as at 31 December 2008, 97% of our investment  
portfolio is cash, government backed or investment grade securities of triple B 
and higher. Concentration risk is low as the top ten holdings account for 5.5%  
of the portfolio. The portfolio is well-matched since the assets have an        
average duration of 6.0 years against an average duration of 5.9 years for the  
liabilities. US Life`s net unrealised losses increased over the year to         
GBP1.8 billion at 31 December 2008 reflecting the market-wide repricing of      
credit spreads and other risks which do not relate to specific factors within   
the US Life portfolio. The unrealised losses account for 13% of our total       
portfolio on an IFRS basis. We have the ability and we intend to hold these     
fixed income securities to maturity, which in economic terms limits the impact  
of the current market dislocation.                                              
We have adopted the reclassification amendment to IAS 39 and have elected to    
classify around 150 securities from the "available-for-sale" category to the    
"loans and receivables" category as at 1 July 2008. This is on the basis that   
the securities in question are no longer regarded as being traded in the active 
market. For "available-for-sale" investments, the securities are revalued and   
the unrealised losses are accounted for in shareholders` equity whereas for     
"loans and receivables" no revaluations are recorded.                           
Holding company net debt                                                        
The table below shows the net reported debt of the Old Mutual plc holding       
company and its sub holding companies.                                          
2008                  2007      
                                                GBPm                  GBPm      
Total net debt at start of period             (2 420)               (2 407)     
Operational flows                                                               
Operational receipts                  822                   868                 
Operational expenses                (191)                 (152)                 
Other expenses                          -         631      (71)         645     
Capital flows                                                                   
Capital receipts                      316                    69                 
Acquisitions                            -                  (66)                 
Organic investment                  (565)       (249)     (220)       (217)     
Debt and equity movements                                                       
Old Mutual plc dividend paid        (353)                 (333)                 
Share repurchase                    (175)                 (177)                 
New equity issuance                     5                    12                 
Other non-cash movements              298       (225)        57       (441)     
Total net debt at end of period               (2 263)               (2 420)     
Total net debt within the holding company at the end of 2008 was                
GBP2 263 million. A total of GBP1 138 million of operational and capital        
receipts were received from business units during 2008. GBP565 million was      
invested in the businesses and GBP353 million was used to pay the 2007 final and
the 2008 interim dividend. In addition, GBP175 million was spent on repurchasing
shares during the year. Other movements of GBP298 million mainly reflect a      
positive impact of the marking to market of our debt liabilities.               
Risks and uncertainties                                                         
There are a number of potential risks and uncertainties that could have a       
material impact on the Group`s performance and that could cause actual results  
to differ materially from expected and historical results.                      
We have included our view of these principal risks as well as the impact of     
current economic and business conditions in the Business Review sections of     
this report. The current economic conditions create uncertainty particularly    
over the future levels of world equity markets, defaults in corporate bond      
portfolios, particularly in the United States, currency fluctuations, demand    
for the Group`s products and other economic factors. These uncertainties have   
been considered individually and in combination in the Group`s forecasts and    
projections, taking account of reasonably possible changes in trading           
performance and economic conditions in the markets in which the Group operates. 
The results show that the Group should be able to operate within the level of   
its available credit facilities and with an adequate level of capital, both at  
a Group level and within each of its major regulated Group entities. To the     
extent that changes in trading performance and economic conditions prove to be  
more severe than thought reasonably possible, the Group has evaluated and       
concluded on feasible management actions that would be possible in such         
circumstances so as to ensure adequate levels of liquid and capital resources   
are maintained.                                                                 
The Group continues to meet Group and individual entity capital requirements,   
and day-to-day liquidity needs through the Group`s available credit facilities. 
The Company`s primary existing revolving current facility of GBP1.25 billion    
does not mature until September 2012.                                           
The Board of Directors has the expectation that the Company and the Group have  
adequate resources to continue in operational existence for the foreseeable     
future. Accordingly, they continue to adopt the going concern basis in          
preparing the financial statements contained with this announcement.            
The Listing Rules of the UK Listing Authority (LR 9.7A.1) require that          
preliminary unaudited statements of annual results must be agreed with the      
listed company`s auditors prior to publication, even though an audit opinion    
has not yet been issued. In addition, the Listing Rules require such statements 
to give details of the nature of any likely modification that may be contained  
in the auditors` report to be included with the annual report and accounts.     
Old Mutual plc confirms that it has agreed this preliminary statement of annual 
results with KPMG Audit Plc and that the Board of Directors has not been made   
aware of any likely modification to the auditors` report required to be included
with the annual report and accounts for the year ended 31 December 2008.        
Related party transactions                                                      
There have been no related party transactions or changes in the related party   
transactions described in the Company`s latest Annual Report during 2008 that   
could have a material effect on the financial position or performance of the    
Group.                                                                          
Philip Broadley                                                                 
Group Finance Director                                                          
4 March 2009                                                                    
Business Review                                                                 
EUROPE: UNITED KINGDOM AND OFFSHORE                                             
Strong profit performance in a challenging year                                 
Highlights (GBPm)                              2008       2007     % Change     
Adjusted operating profit (IFRS basis)                                          
(pre-tax)                                       167        173         (3%)     
Return on equity                               5.0%       6.8%                  
Return on equity (excluding goodwill)         12.0%      21.4%                  
Adjusted operating profit (covered business)                                    
(MCEV basis) (post-tax)                         235        206          14%     
Return on embedded value (covered business)   15.3%      15.5%                  
Total life assurance sales (APE)                596        740        (19%)     
UK life assurance sales (APE)                   335        468        (28%)     
Offshore life assurance sales (APE)             261        272         (4%)     
Unit trust/mutual fund sales                  1 715      2 275        (25%)     
Value of new business                            67        81*        (17%)     
APE margin                                      11%       11%*                  
PVNBP                                         4 902     6 311*        (22%)     
PVNBP margin                                   1.4%      1.3%*                  
Net client cash flows (GBPbn)                   1.7        3.9        (56%)     
Funds under management (GBPbn)                 34.9       41.9        (17%)     
* Restated, as now reporting on an MCEV basis                                   
Positive net client cash flows despite low investor confidence                  
Skandia UK and Offshore continued to deliver positive net client cash flows for 
the year with net inflows of GBP1.7 billion representing 4% of opening funds    
under management. This comprised strong International net inflows and positive  
UK net inflows which were lower than 2007. The market downturn contributed to a 
17% decrease in funds under management but this compared favourably with the    
31% drop in the FTSE 100 in 2008. Investment performance was driven by the      
diversity of our offering with significant changes in asset mix occurring as    
investors moved into cash based investments. Foreign currency denominated funds 
benefited from the weakened sterling.                                           
Investment volatility affects sales                                             
Life assurance sales APE declined in line with the market. The largest relative 
falls in sales were in the bonds and single premium pensions products and       
because the 2007 pensions business figure benefited from the lingering benefits 
of pensions "A-day" and higher investor confidence at the time. In 2008 the     
market for single premium bonds was affected by the introduction of an 18% flat 
rate of CGT confirmed in the March 2008 Budget. Skandia`s market share across   
the entire pensions market remained strong particularly in the core product     
area of single premium personal pensions. Regular premium business held up      
better, ending the year 9% up on 2007.                                          
Skandia International performed very well in 2008 due to its geographical       
diversity, full open-architecture proposition, strong distribution              
relationships and a focus on high net worth customers. Product and e-business   
developments greatly enhanced our customer proposition in 2008.                 
Unit trust performance impacted by volatile markets                             
Unit trust sales were down 25% on 2007 as a result of one of the lowest ISA     
seasons on record for the whole industry and again a reflection of the          
turbulent market conditions. Within this, institutional mutual fund business of 
GBP239 million was up by 45% over 2007. Skandia`s market share in platform      
business fell marginally in the year but there were indications that the        
repricing of the platform business in the latter part of the year was starting  
to have a positive impact on sales. Skandia continue to increase investment     
solutions on the platform to create wider appeal, especially during periods of  
market volatility.                                                              
New business contribution                                                       
VNB fell by 17% to GBP67 million due to lower new business volumes. The         
reduction was partially mitigated by a strengthening of the assumptions for the 
amount of fee income rebated from fund managers, as communicated at the Interim 
Results aligning Skandia more closely to the market. New business contribution  
was also positively impacted by the mix of business effects, with a shift       
towards sales of more profitable portfolio bond charging structures within      
Skandia International. The new business margin ended the year at 11%, in line   
with 2007.                                                                      
Adjusted operating profit (IFRS basis) level with 2007 despite market           
conditions                                                                      
An excellent adjusted operating profit (IFRS basis) was generated in the        
current climate with a decrease of 3% to GBP167 million for the year, in part   
reflecting the reduction in funds under management and sales. This was          
partially off-set by changes to the policyholder taxation basis for Skandia UK  
following the market falls experienced in 2008. Additional integration costs    
were incurred in 2007, as previously communicated. A favourable variance of     
GBP33 million arose following the implementation of PS06/14 - the prudential    
reserving requirements that permit non-linked insurance business to be valued   
on a more realistic basis.                                                      
Increase in adjusted operating profit (covered business) (MCEV basis)           
The adjusted operating profit (MCEV basis), on covered business after tax,      
increased by 14% to GBP235 million. This increase includes a positive impact of 
GBP56 million from operating assumption changes. This mainly resulted from the  
recognition of retained unit trust company rebates (referred to above) as       
Skandia outsources the investment of policyholder funds to unit trust companies.
Other operating assumption changes included adjustments to expense assumptions  
to reflect current maintenance expense experience and modelling improvements.   
Experience variances were positive in aggregate at GBP17 million due to impacts 
on charges and continued positive experience in relation to retained rebates    
assumptions.                                                                    
Capital                                                                         
Current levels of statutory capital for Skandia UK and Skandia International    
are within or above the target ranges set by management. The businesses are     
well capitalised with a solvency ratio of 2.6 times the required level.         
Continued investment innovation at Skandia                                      
During the year, we continued our track record of innovation in multi-manager   
investment solutions. The Spectrum range of risk-controlled funds was launched  
in April 2008 and attracted over GBP120 million of gross subscriptions by       
31 December 2008. In the volatile market, the risk controlled nature of the     
funds proved very effective from both a return and risk perspective. In         
June 2008, we launched the Skandia Alternative Investments Fund which has an    
absolute return focus and has funds under management in excess of GBP30 million.
The high-profile Best Ideas fund range continued to attract new sales with funds
under management of over GBP391 million at 31 December 2008. The UK Strategic   
Best Ideas Fund had funds under management of GBP80 million at 31 December, and 
continues to be one of the best selling funds. The continued deterioration in   
equity markets boosted the performance of the UK Strategic Best Ideas Fund,     
with the fund being the best performing UK fund out of any sector during 2008   
(a universe of over 450 funds).                                                 
Skandia supports changes in the UK distribution landscape                       
The FSA published its paper on the Retail Distribution Review on                
25 November 2008 moving the Review from the consultation phase into the         
implementation stage. The paper focused on the clarity of the service           
(distribution channels), remuneration, professional standards and prudential    
requirements. Skandia has already started to support its distribution channel   
through offering assistance in preparing our businesses for the change and      
assisting advisers in obtaining the necessary qualifications. The intention of  
the FSA is to consult with the industry on implementing the proposed changes    
over a period running through to 31 December 2012.                              
On 3 November 2008 Skandia UK announced that it is ending its membership of the 
Association of British Insurers ("ABI") as evidence that its proposition is     
clearly differentiated from old style life and pensions companies, finding      
little alignment of interests with the broader ABI membership.                  
Skandia UK announced a new pricing structure in September 2008 removing the     
initial charge on platform sales. This move not only made Skandia`s proposition 
very competitively priced but it also made the charging structure simple and    
transparent. The price changes have been positively received by financial       
advisers.                                                                       
Skandia continues to receive awards for its service and investment innovation   
In recognition of its leading customer service Skandia achieved a five-star     
rating in the industry Financial Adviser Awards for the eleventh year running   
and became the first company to win the Outstanding Achievement Award for       
Pensions and Investments. Skandia has now won more than 30 five-star awards in  
the 18 year history of the Financial Adviser Awards.                            
Skandia won the MultiManager of the Year award at the annual Investment Life &  
Pension Moneyfacts Awards in September 2008 and was also Commended in the Best  
Unit Trust/OEIC Provider category. These awards recognise the outstanding       
achievements of providers who manage to stand out from the crowd by offering    
high calibre products and delivering first-class service.                       
Principal risks and uncertainties                                               
The principal risks to Skandia UK arise from operational experience, along with 
market risk as Skandia UK derives income from fees which are charged as a       
percentage of funds under management. The broader financial risks are limited.  
Skandia UK does not offer material investment guarantees. Although we offer     
protection business, and so have exposure to mortality and morbidity risk, the  
majority of the risk is transferred to reinsurance counterparties. Credit risk  
exposures are small; the main exposures are the risk of default on the          
investment of company assets. Skandia UK has exposure to risk arising from      
operating experience in respect of factors including persistency and management 
expenses. These risks are managed within the operational functions who have     
primary responsibility for the identification, mitigation and monitoring of     
risks. Risks exceeding predetermined thresholds are escalated and reported to   
management and to the Group CRO, along with details of the mitigating management
action. Recent falls in investment markets have adversely impacted fund-related 
revenues and new business volumes. The profitability and capital position of    
Skandia UK remains strong.                                                      
Outlook                                                                         
Details of the changes to be introduced as part of the FSA`s Retail Distribution
Review are still under discussion. Meanwhile, Skandia is already preparing its  
response, with the aim of optimising its position in the new model of financial 
services and the distribution landscape that is likely to emerge. It will be    
particularly important to secure significant funds under management to ensure   
scale in the platform market that this review will stimulate. To secure assets  
on Skandia UK`s platform we are running an aggressive campaign which began in   
2008 with the removal of the initial margin on platform products to make our    
charges highly competitive.                                                     
Our offshore business is geographically diversified with sales in Europe, the   
Middle East, the Far East, Africa and Latin America, as well as in the UK.      
Skandia International is a high-growth business with high potential for further 
growth in 2009 and beyond. Investment in the operating infrastructure to drive  
efficiencies and continued excellence in customer services will create further  
market, product and distribution opportunities. Whilst 2009 will be a           
challenging year, Skandia International remains confident about long-term       
future growth prospects owing to a growing customer base, robust regulatory and 
compliance infrastructure and a strong offshore brand.                          
EUROPE: NORDIC                                                                  
Strong year with excellent sales performance and strengthened relations with    
distributors                                                                    
Highlights (SEKm)                              2008       2007     % Change     
Adjusted operating profit (IFRS basis)                                          
(pre-tax)                                     1 076        874          23%     
Return on equity                               5.6%       4.3%                  
Return on equity (excluding goodwill)         17.0%      16.3%                  
Adjusted operating profit (covered business)                                    
(MCEV basis) (post-tax)                       1 839        880         109%     
Return on embedded value (covered business)   12.9%       7.6%                  
Life assurance sales (APE)                    2 599      1 992          30%     
Unit trust/mutual fund sales                  3 207      3 474         (8%)     
Value of new business                           397       313*          27%     
APE margin                                      15%       16%*                  
PVNBP                                        12 108     9 329*          30%     
PVNBP margin                                   3.3%      3.3%*                  
Net client cash flows (SEKbn)                   7.0        2.7         159%     
Funds under management (SEKbn)                 91.9      116.7        (21%)     
* Restated, as now reporting on an MCEV basis                                   
Strong net client cash flows                                                    
Net client cash flows for the year were an exceptional SEK7.0 billion,          
representing 6% of opening funds under management. The positive performance was 
largely driven by strong net inflows in the life business benefiting from an    
excellent sales performance and reduced outflows. However, volatile equity      
markets negatively impacted asset growth during the year, with funds under      
management at 31 December 2008 down 21% to SEK91.9 billion.                     
Sales performance continued to improve                                          
Nordic delivered excellent growth in sales during 2008 with life sales on an    
APE basis up 30% mainly due to strong sales in Sweden. The broker sales channel 
accounted for the majority of this increase as a result of strengthened         
relationships supported by the new investment portfolio product and faster      
introduction of new funds to the market. A focus on the selling of unit-linked  
products has continued throughout the internal sales force, which together with 
several sales initiatives contributed to the improved sales. The very strong    
upward trend in new sales continued throughout 2008 and so far there have been  
no negative effects on sales performance from the volatile markets.             
Mutual fund sales were down 8% on 2007, mainly due to lower inflows to fund     
deposits within our bank offering, partially off-set by growth through other    
channels. This growth was mainly through deposits in fixed income and money     
market funds and through a hedge fund launched in the third quarter.            
VNB grew strongly in 2008                                                       
VNB of SEK397 million for the year was up 27% on 2007, in line with the         
excellent life sales. In addition to strong volume growth, the APE margin       
benefited from the introduction of currency spreads and tighter cost controls.  
These largely off-set the business mix impact in Sweden, particularly from the  
removal of Kapitalpension product tax advantages as well as the strengthened    
retention assumptions in 2008 and the negative economic changes in 2007. The    
life new business margin ended the year at 15% just below the margin in 2007.   
In the medium term, the new business margin is expected to improve to reach the 
high teens.                                                                     
Strong underlying adjusted operating profits despite market turbulence          
Adjusted operating profit (IFRS basis) increased 23% over 2007 despite the      
equity market downturn. This was largely due to excellent cost control and      
SkandiaBanken continuing to benefit from an improved interest margin.           
The adjusted operating profit (MCEV basis) was up 109% on 2007 mainly due to    
strong VNB growth and the positive effect from assumption changes. In 2007      
there was a negative effect of SEK526 million relating to strengthened          
retention assumptions and lower fund charges on "tick-the-box" collective       
agreements and tendered corporate business. In 2008 the effect from operating   
assumption changes was SEK391 million which was mainly attributable to the      
introduction of currency spreads and increased assumption for the take-up rate  
for unit-linked contracts on retirement, partly off-set by strengthened         
retention assumptions. Experience variances in 2008 of SEK142 million were      
driven by a higher level of fee income than assumed, tax and profits not valued 
within the value of in-force (e.g. Healthcare Business) partly off-set by a     
negative retention effect mainly caused by premium reductions due to a Swedish  
legislative change relating to the level of tax deductible pension savings      
contributions.                                                                  
Continued growth in banking business benefiting from market conditions with     
improved interest margin                                                        
SkandiaBanken is completely funded by deposits and therefore has a unique       
liquidity position enabling it to benefit from the current market situation     
with an improved interest margin and increased business volumes. SkandiaBanken  
has sufficient surplus liquidity and management continue to ensure that the     
liquidity position remains strong. The capital ratio as at 31 December 2008 was 
14.1% (Basel II, pillar one). SkandiaBanken`s lending portfolio has been built  
on sound lending practices and is comprised of 95% mortgages which have         
excellent credit worthiness with the remaining 5% comprised of unsecured loans. 
The average loan-to-value in the portfolio at the end of the year was           
approximately 40% to 45%. As a consequence, the bank has only been marginally   
affected by the market turbulence. The credit loss ratio (credit losses as a    
percentage of the opening lending balance) remains low at only 0.13%. The net   
interest margin was 1.67% in 2008 compared to 1.32% in 2007. We are confident   
SkandiaBanken`s conservative lending policy means it is well positioned to      
respond to any adverse market developments.                                     
Both deposit and loan books at SkandiaBanken increased in 2008. Excluding the   
divested car finance business, lending increased to SEK43.8 billion, up 9%      
since 2007. The increase related mainly to successful mortgage campaigns during 
the year in Sweden together with a highly competitive floating interest rate    
which led to increased lending volumes. As a consequence of the turbulent       
market conditions, customers have been switching funds from ordinary saving     
accounts with variable interest rates to saving accounts with fixed interest    
rates. Deposits of SEK52.0 billion were up 3% since 2007 and the number of      
customers increased 7% over 2007. SkandiaBanken`s operating profit for 2008 was 
SEK283 million, 48% higher than 2007.                                           
Capital                                                                         
Skandia Nordic`s capital position is stable with sufficient surplus equity      
exceeding both external requirements and internal buffers. The businesses are   
well capitalised with a surplus 9.9 times the required level.                   
Other                                                                           
During the year we announced that Skandia and Livfosakringsaktiebolaget Skandia 
(publ) (Skandia Liv) are reviewing the potential benefits to both the Group and 
to Skandia Liv policyholders of demutualising Skandia Liv. The review is at a   
very preliminary stage and a conclusion is not likely before late 2009.         
As announced on 3 October 2008, a ruling has been passed in respect of the      
arbitration proceedings between Skandia AB and Skandia Liv. The arbitration     
board did not accept Skandia Liv`s claim to any part of the purchase price      
paid, but ruled that Skandia AB is obliged to pay Skandia Liv a total sum of    
SEK580 million (GBP47 million) plus interest by way of compensation in relation 
to fees under the asset management agreement which Skandia Liv deemed to be     
higher than prevailing market rates. Old Mutual had already set aside           
SEK500 million (GBP41 million) to cover the arbitration within our pre-         
acquisition balance sheet. Skandia AB will also have to compensate Skandia Liv  
for future payments to DnB NOR that are higher than prevailing market rates     
until the contract with DnB NOR expires in 2013. A new provision of             
SEK426 million has therefore been set up.                                       
Principal risks and uncertainties                                               
Nordic`s main risks relate to strategic and operational risks as well as market 
risks. The market risks mainly relate to asset based income which reduces when  
the value of the unit-linked funds declines. Having a diversified product range 
and a wide range of investment options address some of the market risks. Risks  
arising from operating experience (e.g. persistency and management expenses)    
are managed through the risk framework which includes a three lines of defence  
model and risks exceeding predefined risk tolerance levels are escalated to     
the Group Chief Risk Officer. Political and regulatory changes which could have 
an impact on the businesses are continuously monitored and managed.             
Outlook                                                                         
The continuing financial crisis will make 2009 a challenging year. In addition, 
there will be more legislative changes that will impact on our business.        
Our corporate clients have been affected by the economic downturn and the       
effects of that will start to be seen during 2009. The private client market is 
now already under pressure and customer behaviour will be impacted. This could  
lead to lower customer activity during the year however we continue to focus on 
developing innovative financial product solutions to address customer needs in  
the current economic climate.                                                   
We continue to benefit from a combination of a broad product mix, a range of    
insurance, banking and investment business, market-leading expertise and a      
proven business model. As such, we are well positioned to handle the challenges 
ahead as demonstrated by the delivery of excellent 2008 results despite the     
market turbulence.                                                              
EUROPE: EUROPE AND LATIN AMERICA (ELAM)                                         
Continuous innovation and customer focus in response to difficult market        
conditions                                                                      
Highlights (Eurm)                                 2008       2007     % Change  
Adjusted operating profit (IFRS basis)                                          
(pre-tax)                                        14         43        (67%)     
Return on equity                             (0.3%)       1.5%                  
Return on equity (excluding goodwill)        (1.3%)       7.3%                  
Adjusted operating profit (covered business)                                    
(MCEV basis) (post-tax)                           5         13        (62%)     
Return on embedded value (covered business)    0.6%       1.5%                  
Life assurance sales (APE)                      211        276        (24%)     
Unit trust/mutual fund sales                  2 077      3 071        (32%)     
Value of new business                            13        57*        (77%)     
APE margin                                       6%       20%*                  
PVNBP                                         1 559     2 182*        (29%)     
PVNBP margin                                   0.8%      2.6%*                  
Net client cash flows (Eurbn)                   1.1        1.8        (39%)     
Funds under management (Eurbn)                 10.3       13.0        (21%)     
* Restated, as now reporting on an MCEV basis                                   
Strongly positive net client cash flow during market volatility                 
Net client cash flows at ELAM were robust considering the market volatility,    
especially in the highly unstable fourth quarter of 2008. With the market in    
some of our operating countries, such as France and Italy, showing substantial  
outflows during the fourth quarter, our own performance compares strongly.      
Strong persistency, driven by proactive retention campaigns and the ability     
for clients to switch to more conservative portfolios, provided support to      
strong net client cash flows.                                                   
Funds under management ended the year 15% below 2007 on a like-for-like basis   
(net of Pallayne divested during 2008). This included negative market movements 
on portfolio values of 27% of opening funds under management, reflecting the    
fall in financial markets across the globe throughout 2008. In comparison, the  
majority of European equity indices fell between 30% and 50% in 2008. Funds     
under management were partially supported by the effective asset mix of the     
portfolio which incorporates non-equity asset classes and reflects the          
investment appetite of customers that shifted further during 2008 towards       
guaranteed funds and other less risky asset classes.                            
Life sales impacted by constrained sales environment                            
Life sales on an APE basis were down throughout the year but especially in the  
fourth quarter due to negative investor sentiment. This effect was stronger in  
single premium business where investors typically have access to a wider range  
of investment opportunities and seem to have been taking a "wait-and-see"       
approach to investing under the current conditions. Regular premium business    
has been relatively more stable, reflecting the smaller premium sizes and       
habitual nature of saving on a regular premium basis. Nevertheless, regular     
premium sales have also been under pressure during the year, and the market     
volatility had a dampening effect on the traditional European seasonal ramp-up  
in sales in the final quarter, with the fourth quarter falling short of prior   
year levels.                                                                    
Focused activity to support mutual fund sales                                   
Given the market volatility and our core differentiator of this business line   
being international equities, mutual fund sales provided a solid contribution,  
although down 20% compared with 2007 on a like-for-like basis. We continued our 
efforts to deliver innovative products and quality service. During 2008, much   
focus was placed on improving the productivity of financial planners in Latin   
America. Increased training, new product offers and planning tools assisted     
financial planners in generating sales in the current conditions.               
Value of new business and profit margins down                                   
VNB of Eur13 million was down 77% over 2007, mainly as a result of lower sales  
in 2008 in light of the market crisis. In addition, VNB was negatively affected 
by changes in operating assumptions, where in particular the changed regulation 
on policyholder profit participation reduced the German VNB. The APE margin     
deteriorated to 6% from 20% in 2007. This was attributed to lower APE sales,    
which for the more recently established businesses was aggravated by a          
relatively fixed expense base leading to acquisition expense over-runs. In      
addition, the strong sales of high margin business in Poland in 2007 was not    
sustained in 2008.                                                              
Adjusted operating profit (IFRS basis) impacted by wider market environment     
ELAM generates a significant element of its revenues from funds under management
and these fees were lower in line with reduced levels of funds under management.
This negative impact was partially off-set by the growth of the in-force book of
business during the year. Furthermore the revised policyholder participation    
regulations implemented in Germany during 2008 both widened the definition of   
revenues to be shared with policyholders and increased the level of             
participation. This had a Eur20 million impact on the IFRS adjusted operating   
profit for the year. This calculation is net of acquisition expenses and these  
were lower, in line with new sales levels, and so policyholder participation    
levels were relatively high. To protect the bottom line, ELAM maintained its    
expense base at 2007 levels, identifying efficiencies to off-set growth in sales
force and inflationary impacts.                                                 
Adjusted operating profit (MCEV basis) suffered from weak new business          
contribution and negative experience variances                                  
MCEV adjusted operating profit was Eur5 million for 2008, 62% lower than 2007.  
This was largely due to lower VNB and poorer experience variances which         
included divisional restructuring costs. The operating assumption changes had a 
negative impact on the adjusted operating profit, but not to the same magnitude 
as for 2007. Changes have been made to persistency rates and expense levels,    
both of which have been strengthened.                                           
Capital                                                                         
ELAM`s businesses continue to measure and monitor their capital resources on an 
ongoing basis to ensure compliance with the minimum capital requirements of the 
regulators in each territory in which we operate. Internally we manage our      
businesses to maintain a buffer of at least 25% in excess of the local          
requirements. Due to the decrease in funds under management levels, solvency    
requirements across our markets reduced, while our capital employed increased   
and therefore solvency coverage increased significantly over the year.          
Market recognition of customer focus and innovation                             
We continued to focus strongly on our customers, delivering a number of new     
products and service innovations throughout the year. Examples include annuity  
features in Germany, a second Easy Plan product in Switzerland, various         
distributor products in Italy and France, dollar cost averaging and rebalancing 
features in Europe and new investment alternatives in Latin America. We also    
improved service to our customers and distributors through differentiated       
service offers to top distributors, proactive service and retention campaigns,  
and improved distributor tools.                                                 
These innovations have been well received by the market, as can be judged from  
the various product and service awards won during the year, as well as from     
feedback on internal and external surveys undertaken.                           
Business restructure                                                            
From January 2009 we have restructured the business in continental Europe to    
reflect our principal customer segments in order to leverage capabilities and   
operational efficiencies across geographies. The transition to two main         
business structures will take place throughout 2009:                            
"Affluent" targets the affluent segment and currently comprises the businesses  
in France, Italy and Spain. "Mass Retail" meets the savings needs of this       
significant part of the population and comprises the businesses in Germany,     
Austria, Switzerland, Poland and eastern Europe. This foundation for efficiency 
in Central Europe and the integration of the Southern European businesses will  
allow us to take advantage of further efficiency opportunities in the future in 
the Mass Retail and Affluent businesses.                                        
Principal risks and uncertainties                                               
ELAM`s business model carries limited guarantee and liability risk. Strategic   
and operational risk is reviewed regularly and managed through our risk         
framework. Our ongoing focus to build and diversify distribution aims to reduce 
concentration risk. The existing concentration levels remain within a           
reasonable range and we expect that future planned activities will assist us to 
manage this risk further.                                                       
ELAM`s business mix, which includes regular and single premium, retail and      
institutional business, provides mitigating support to impacts on business      
results in the current volatile market conditions. However, uncertainty about   
the future extent and length of a global recession remains and market trends    
remain difficult to predict. ELAM`s geographic diversity reduces the economic,  
market political and legal/regulatory risks that would typically exist in       
single-market businesses. The transition to our new business line structure     
carries some change risk. A strong change management programme has been defined 
to reduce impacts to new and existing business.                                 
Outlook                                                                         
The global financial crisis and recessionary pressures are expected to be the   
main influence on the market in 2009. We expect new business to be constrained  
during the year as investor confidence remains suppressed.                      
Guaranteed products are likely to remain important to investors in 2009,        
temporarily slowing the growth of the unit-linked segment compared with         
traditional life. Products such as our traditional life fund in France and our  
rebalancing features will help us win sales in the current climate.             
Regular premium business, which has been relatively unaffected by the market    
crisis, is expected to help our sales development in 2009 as the averaging      
effect of regular premium inflows should support our sales propositions.        
Our strong performance in net client cash flows and client asset values has     
supported our market share. We believe that we will be able to capitalise on    
this further once confidence returns and markets return to more stable growth   
patterns.                                                                       
SOUTH AFRICA: LONG-TERM BUSINESS AND ASSET MANAGEMENT - OLD MUTUAL SOUTH AFRICA 
(OMSA)                                                                          
Excellent results in a very tough environment                                   
Highlights (Rm)                               2008        2007     % Change     
Long-term business adjusted operating                                           
profit                                       3 390       3 082          10%     
Asset management adjusted operating profit   1 078         946          14%     
Long-term investment return (LTIR)           3 521       2 988          18%     
Adjusted operating profit (IFRS basis)                                          
(pre-tax)                                    7 989       7 016          14%     
Return on allocated capital                  27.8%       24.0%                  
Adjusted operating profit (covered                                              
business) (MCEV basis) (post-tax)            4 972       3 857          29%     
Return on embedded value (covered                                               
business) (post-tax)                         14.4%       11.7%                  
Life assurance sales (APE)*                  5 145       4 516          14%     
Unit trust/mutual fund sales**             20 648*      15 547          33%     
Value of new business                          831        694#          20%     
APE margin                                     16%        15%#                  
PVNBP                                       35 440     32 010#          11%     
PVNBP margin                                  2.3%       2.2%#                  
Net client cash flows (Rbn)                  (5.5)      (18.7)          71%     
SA client funds under management (Rbn)       443.0       445.0            -     
* Life sales now exclude healthcare business. 2007 sales have been restated     
from R4 699                                                                     
** Unit trust / mutual fund sales now include Marriott                          
# Restated as now reporting on MCEV basis                                       
Funds under management were flat over 2007 mainly due to lower asset values in  
volatile markets and improved net client cash outflows of R5.5 billion off-set  
by the inclusion of Futuregrowth`s R35 billion of funds under management. The   
acquisition of Futuregrowth has resulted in an expanded set of fixed income     
products available to the Old Mutual customer base. Retention of third party    
assets has improved significantly with the bedding down of the OMIGSA boutique  
structure leading to the overall reduction in client outflows relative to 2007. 
Outflows remained a challenge, affected by higher bonuses declared in 2007 and  
early 2008, which increased the level of normal benefit payments, particularly  
in Employee Benefits (EB), as well as higher member withdrawals from pension    
funds as a result of the deteriorating economic environment.                    
Life assurance sales increased 14% in 2008. This improvement was particularly   
pleasing considering the effect of the current economic climate on consumer     
spend. We achieved excellent growth in life single premium sales of 26%         
compared to 2007, but we experienced a slow down in single premium sales in the 
fourth quarter. Savings products sales grew by 12% as investors opted for more  
conservative fund options under the life wrapper in response to volatile        
investment markets, particularly in the Retail Affluent market. Annuity sales   
were up 85% with some good flows in the Corporate Segment`s new guaranteed term 
annuity product as well as with-profit annuities. Our focus on working closely  
with consultants advising institutional investors has helped us grow our sales  
pipeline, although the sales process is longer as investors are more cautious   
in the current markets before deciding to move assets.                          
Life recurring premium sales were strong, up 8% over 2007. Sales of recurring   
premium savings products increased by 16% compared to 2007 driven by an         
expansion in the Retail Mass segment sales force. High interest rates adversely 
affected our credit life sales through the banking channel as loan advances     
dropped. Sales of risk products to the Retail Affluent market were largely flat 
over 2007 as customers faced affordability problems. In December 2008 we reached
an agreement to sell our healthcare business to Lethimvula. As a result we now  
exclude healthcare sales from our life sales and from our embedded value        
calculations.                                                                   
Unit trust sales of R20.6 billion were 33% higher than in 2007, showing         
excellent growth, albeit from a low base with investors moving to lower risk    
money market funds. We continue to focus on improving investment performance,   
as well as focus on the alignment of our unit trust fund offering to our        
boutique capability and allowing the OMIGSA boutiques to operate with           
independent investment philosophies and processes.                              
VNB grew 20% over 2007 driven by the increase in sales and the increase in the  
margin as a result of strong with-profit annuity sales in the Corporate Segment 
where the APE margin increased from 15% in 2007 to an outstanding 23% for 2008. 
The contribution of the with-profit annuity sales to the APE margin was partly  
off-set by the higher frictional tax costs after reducing the proportion of     
capital invested in equities. The Retail Affluent margin also declined as a     
result of the lower proportion of high margin risk business following the fall  
in credit life sales.                                                           
Adjusted operating profit (IFRS basis) increased strongly, up 14% over 2007.    
Despite challenging markets, our long-term business profits increased 10%,      
driven by lower costs due to sound management of expenses with the lower Old    
Mutual plc share price impacting incentive costs. In addition we gained some    
significant non-repeating items including a reduction in employee benefit       
obligations of R128 million, interest on SARS refund of R64 million and an      
insurance claim of R37 million. We also saw improved general experience         
variances. Although we increased our allowance for worsening persistency and we 
increased our investment guarantee reserve (IGR) by R409 million during the     
year, these assumption changes were not as adverse as in 2007 when we           
determined the IGR on a market consistent basis for the first time. These       
positive factors were partially off-set by lower capital charges as a result of 
lower asset values and the move to lower margin products such as the move by    
Old Mutual Staff Fund to Absolute Growth Portfolios as well as negative         
termination experience especially in the mass market segment.                   
Our asset management adjusted operating profit was up 14% due to lower expenses 
attributable to the impact of a lower Old Mutual plc share price on incentive   
costs. The impact of the move to performance based income in the current        
environment resulted in lower asset management fee income which was off-set by  
strong performance in our credit operation (OMSFIN).                            
The LTIR increased by 18% after increasing the rate applied at the beginning of 
the year by 100bps to 16.6%, reflecting the high investment returns on          
shareholder funds achieved in 2007 and higher investible asset balances.        
Adjusted operating profit (MCEV basis) increased by 29% over 2007, mainly due   
to higher expected return (based on higher one-year swap rates), higher new     
business contribution and the higher adjusted operating profits (IFRS basis)    
discussed above. These positive factors were partly off-set by the impact of    
adverse termination experience particularly in the Retail segments as a result  
of the tougher economic environment.                                            
Capital position                                                                
Rm                                          2008          2007     % Change     
Admissible capital                        42 582        45 039         (6%)     
Statutory capital adequacy requirement                                          
(SCAR)                                    11 176        11 739         (4%)     
Statutory capital cover                3.8 times     3.8 times                  
Old Mutual South Africa`s life company capital position remains strong in spite 
of turbulent markets. The statutory capital cover remained stable at 3.8 times  
since December 2007. Admissible capital was lower than December 2007 levels due 
to a fall in market values, off-set by the effect of our hedging programme and  
increased cash holdings.                                                        
At 31 December 2008 the statutory capital requirement reduced 4% to R11,176     
million as a result of a decision to hold more cash and reduce our exposure to  
equities. The impact of lower equity markets and the new regulatory requirement 
to include allowance for operational risk, credit risk and investment guarantee 
reserve sensitivity in capital requirements, was off-set by higher assumed      
management actions in the investment resilience scenario used for calculating   
the capital requirement.                                                        
Retail Mass                                                                     
Rm                                              2008      2007     % Change     
Life sales (APE)                                                                
Savings                                          736       613          20%     
Protection                                       576       477          21%     
Total                                          1 312     1 090          20%     
Value of new business                            270      240#          13%     
APE margin                                       21%      22%#                  
Net client cash flows (Rbn)                      2.0       1.9           5%     
# Restated, as now reporting on an MCEV basis                                   
Retail Mass sales were up a pleasing 20% over 2007 largely due to strong growth 
in salaried adviser manpower. The broker and direct channels also delivered     
strong sales growth. Net client cash flows were 5% ahead of last year. The      
impact of higher surrenders (indicative of the current economic conditions) and 
greater volumes of maturing savings business (introduced ten years ago and      
short term savings business introduced five years ago) was off-set by favourable
mortality experience.                                                           
VNB increased at a slower rate than sales due to the repricing of our           
protection product range and the impact of lower expected returns (based on     
assumed lower future swap yields) on the value of future profits on the         
segment`s protection products.                                                  
Retail Affluent                                                                 
Rm                                             2008       2007     % Change     
Life sales (APE)                                                                
Savings                                       1 428      1 321           8%     
Protection                                      996      1 056         (6%)     
Annuity                                         219        197          11%     
Total                                         2 643      2 574           3%     
Life sales (APE)                                                                
Single                                          907        868           4%     
Recurring                                     1 736      1 706           2%     
Non-life sales                                                                  
Unit trust/mutual fund sales                 17 978     13 339          35%     
Other non-life sales                          4 782      4 871         (2%)     
Value of new business                           320       336#         (5%)     
APE margin                                      12%        13%                  
Net client cash flows (Rbn)                   (1.1)      (2.7)          59%     
# Restated, as now reporting on an MCEV basis                                   
Net client cash outflows improved over 2007 however remained negative as the    
prevailing adverse economic environment increased client withdrawals.           
Total Retail Affluent life sales on an APE basis increased a solid 3%.          
Recurring premium sales experienced challenges with inflationary pressures and  
higher interest rates which impacted negatively on consumer disposable income.  
Recurring premium savings sales grew by 13% with Max Investment recurring       
premium sales up 6% and a full year contribution from Nedlife`s Dreammaker,     
launched in the middle of 2007, producing a 112% increase albeit off a low      
base.                                                                           
The shift from life-wrapped savings business to other wrappers continues with   
non-life recurring premiums up 32% from a relatively low base. Greenlight sales 
grew by 1% as a result of affordability issues among customers and credit life  
sales declined over 2007 after the reduction in loan volumes as a result of the 
high interest rate regime and the impact of the National Credit Act.            
Life single premium sales were up 4% with living annuities up 20% on 2007 and   
conventional annuity sales were also solid as a result of the continued         
competitiveness of our annuity rates, enhanced by a recent repricing exercise.  
Total annuity sales including living annuities were up 11% on 2007. However,    
Max Investment and Investment Frontiers single premium sales were down 10% and  
1% respectively on 2007 as a result of the impact of market volatility on       
single premium investments.                                                     
Non-life single premium savings business was up 25% over 2007 due to investors  
moving to money market funds in the volatile investment markets and the         
relaunch of Galaxy Elite, an upgrade to our existing investment platform.       
VNB decreased by 5% despite the overall increase in sales. In addition to the   
higher frictional tax costs following the change in shareholder investment      
mandate, (more cash, less equities) the decline was also caused by the lower    
credit life sales, which have high margins.                                     
Corporate Segment                                                               
Rm                                              2008      2007     % Change     
Life sales (APE)                                                                
Savings                                          386      346#          12%     
Protection                                       125       145        (14%)     
Annuity                                          350       111         215%     
Total                                            861       602          43%     
Life sales (APE)                                                                
Single                                           671       393          71%     
Recurring                                        190       209         (9%)     
Value of new business                            201       91#         121%     
APE margin                                       23%      15%#                  
Net client cash flows (Rbn)                    (4.0)     (4.1)           2%     
# Restated, as now reporting on an MCEV basis                                   
Corporate life sales on an APE basis were 43% higher in 2008, driven by higher  
sales in EB savings and annuity products. Single premiums were excellent. The   
introduction of the Guaranteed Term Certain product boosted annuity sales, and  
there were also good flows into Smoothed Bonus products. Sales of protection    
products were below 2007 as insurers stepped up efforts to retain business      
thereby reducing potential new business. Our retention of protection business   
also improved in 2008.                                                          
VNB increased significantly in 2008 relative to the increase in sales. This was 
because of higher sales volumes in EB combined with the favourable mix of       
sales, notably the higher proportion of with-profit annuity sales. This had a   
flow on impact in the new business margin improving relative to 2007.           
Net client cash flows in the EB arena were marginally better than in 2007.      
Higher inflows were almost off-set by higher outflows. Terminations were similar
to 2007 levels, but benefit payments were much higher. Higher bonus             
declarations during 2007 (smoothed bonus) and early 2008 (annuities) increased  
the level of normal benefits. In addition to this, a trend of increased benefit 
withdrawals from funds as a result of current economic pressures contributed to 
increased outflows.                                                             
Customers continued to transfer from the old smoothed bonus products to the     
Absolute Growth Portfolios launched in 2007. Transfers of R21 billion occurred  
during the year. These transfers are not counted as new business.               
Old Mutual Investment Group South Africa (OMIGSA)                               
Rm                                             2008       2007     % Change     
Life sales (APE)                                329        250          32%     
Unit trust/mutual fund sales                  2 669      2 208          21%     
Value of new business                            40         28          43%     
APE margin                                      12%        11%                  
Net client cash flows (Rbn)                   (2.4)     (13.8)          83%     
Funds under management (Rm)                      2008     2007     % Change     
Life                                              296      319         (7%)     
Unit trusts                                        45       48         (6%)     
Third party                                       110       88          25%     
Total OMIGSA managed assets                       451      455         (1%)     
Funds managed by external fund managers            29       34        (15%)     
Total OMSA Funds under management                 480      489         (2%)     
Less: managed by group companies for OMSA        (37)     (44)        (16%)     
Total OMSA client funds managed in SA             443      445            -     
Life sales were ahead of 2007 as a result of good repeat investments by         
existing customers in SYmmETRY. Non-life sales were higher than 2007 as a       
result of better unit trust flows on the back of improved stability of our      
investment professional teams in the boutiques. Net client cash outflows were   
largely from institutional customers to fund benefit payments.                  
As our boutique structure has bedded down, our teams have stabilised. We have   
set strong foundations over the last two years and are seeing improving levels  
of acceptance and confidence in individual boutique investment philosophies and 
processes. The acquisition of Futuregrowth and merger of the OMIGSA Fixed       
Income and Futuregrowth teams has proceeded smoothly, with minimal disruption   
to their investment processes.                                                  
The South Africa equity market (JSE All Share Index) fell 26% during 2008. The  
outperformance of resources during the six months to the end of June reversed   
abruptly in the second half of the year, with resources down 46% relative to a  
- 1% return from financial stocks. Compelling valuations in the financial       
sector meant that a number of OMIGSA boutiques were underweight resources and   
overweight financials from the last quarter of 2007. This positioning led to    
improved performance over the second half of 2008, with some of the ground lost 
since September 2007 regained. Performance in our fixed income area was very    
good. The Old Mutual Income Fund and Mining and Resources Fund won certificates 
for top straight performance in their respective categories for the three years 
ended 31 December 2008 at the Raging Bull Awards.                               
Investment performance across our diverse boutiques was mixed. Our relative     
fund performance across the majority of boutiques nevertheless ended the year   
better than at the end of 2007, albeit below our target levels. Over one year   
to the end of 2008, 57% of peer group funds outperformed the median (compared   
to 39% as at the end of 2007). Over three years to the end of 2008, we improved 
from 31% outperforming to the end of 2007 to 40% above median at end 2008, and  
similarly measured over five years improved from 36% to 54% above median.       
Compared to industry median, overall, 55% of unit trust funds were above median 
over one year, 35% over three years and 45% over five years to the end of       
December 2008.                                                                  
On the benchmark performance front, the difficulty of beating inflation and     
cash plus benchmarks in an environment where growth assets are very negative,   
weighed heavily on the delivery of funds which are measured mostly against an   
absolute benchmark. At the end of 2008, 38% of funds measured against benchmark 
were outperforming over one year, compared to 50% at the end of 2007. However,  
over the longer-term period of five years we improved slightly, with 55% of     
funds outperforming benchmarks compared to 50% for the five years to end 2007.  
Principal risks and uncertainties                                               
As we go into 2009 we face a number of risks from the economic environment.     
These include a weak equity market and the possibility of further equity falls  
adversely affect our earnings, our embedded value and our sales (as customers   
avoid investment and savings products with equity content). In addition,        
increased terminations due to the current economic climate puts more pressure   
on the net client cash flow position, earnings and embedded value. Lower sales  
may eventuate as a result of job losses and concerns about the global economic  
outlook and a further decline in longer-term swap yields and further increase   
in equity and swaption volatilities, which would increase the size of the       
Investment Guarantee Reserve.                                                   
Outlook                                                                         
National Treasury expects growth in the economy for 2009 to be 1.2%. This       
growth rate is vulnerable to demand for our exports from developed markets and  
how that will impact on manufacturing output as well as levels of commodity     
prices and their impact on our mining sector. Growth will continue to be        
supported by the government`s infrastructure drive.                             
The current economic environment has led to a significant decline in consumer   
confidence in the investment markets and increase in concerns about job         
security. There has been a shift in demand from investment vehicles with high   
levels of market exposure to more traditional smoothed bonus and guaranteed     
products, which will benefit OMSA. However, the overall pressure on the         
consumer will restrict sales growth until concern over the market settles and   
consumer starts feeling the benefits of falling inflation and interest rates.   
We have received notification to terminate the existing mandate to manage the   
Public Investment Corporation`s (PIC) assets worth about R25 billion early in   
2009. This will adversely affect net client cash flows and reduce operating     
profit by about R21 million for 2009.                                           
New regulations on commission, implemented at the start of 2009, are            
revolutionising the retail market. Changes include minimum early termination    
values on long-term savings contracts and a move to spread commission over the  
term of a policy rather than the current front-loaded structure. We have        
already launched a set of products that meet the new requirements and have been 
working with intermediaries to help them move to the new environment. The       
legislation presents us with opportunities as our infrastructure is well        
equipped to deal with changes of this magnitude.                                
The year ahead will challenge consumers, businesses and policymakers to adapt   
their thinking and behaviour to a changing and more challenging economic        
environment. OMSA`s strong capital position, brand loyalty and dominant         
presence will allow us to compete more aggressively in a market with declining  
margins and capital restrictions. Our capital position, at more than 3.5 times  
the required level, and our AAA credit rating are the best in the long-term     
insurance industry. As a result, we still see opportunities for growth, albeit  
at lower levels than in the recent past.                                        
SOUTH AFRICA: BANKING - NEDBANK GROUP (NEDBANK)                                 
Resilient performance in a challenging environment                              
The full text of Nedbank`s results for the year ended 31 December 2008,         
released on 26 February 2009, can be accessed on Nedbank`s website              
http://www.nedbankgroup.co.za                                                   
Highlights (Rm)                                2008       2007     % Change     
Adjusted operating profit (IFRS basis)                                          
(pre-tax)                                     8 800      9 220         (5%)     
Headline earnings*                            5 765      5 921         (3%)     
Net interest income*                         16 170     14 146          14%     
Non-interest revenue*                        10 729     10 445           3%     
Net interest margin*                          3.66%      3.94%                  
Cost to income ratio*                         51.1%      54.9%                  
ROE*                                          17.7%      21.4%                  
ROE* (excluding goodwill)                     20.1%      24.8%                  
* As reported by Nedbank in their report to shareholders as at 31 December 2008 
Banking environment                                                             
The South African banking environment is experiencing the effects of a slowing  
domestic economic cycle and the secondary effects of the global financial       
crisis. In this challenging economic environment public sector infrastructure   
spending is expected to continue to provide some support for economic growth in 
the year ahead. Improved inflation statistics allowed for a 50 basis point      
decrease in interest rates in December 2008, the first since April 2005. A      
second cut of 100 basis points followed in February 2009. These interest rate   
cuts will provide some relief for consumers, but are unlikely to stimulate      
economic growth in the short term.                                              
The local banking environment faced a number of challenges in 2008. These       
included, firstly, pressure on margins as the overall cost of longer-term       
funding increased. It was pleasing to note that, throughout the year, rand      
liquidity remained stable, with the interbank lending market continuing to      
operate efficiently. Local banks have been able to finance new assets in the    
normal course of business. Secondly, reduced capacity and increased cost of     
funding in the domestic debt capital markets. Thirdly, rising non-performing    
loans and lower levels of recoveries, especially in the retail environment as   
household finances remained strained and asset prices came under pressure. This 
trend intensified in the second half of 2008 and has been increasingly          
affecting small and medium-sized businesses, and will undoubtedly also impact   
some larger corporates going forward. Finally, sharply slower retail advances   
growth, partly off-set by reasonable wholesale advances growth.                 
The progress made during the recovery programme and over the recent past to     
build a sustainable business continues to benefit Nedbank and has resulted in a 
number of factors including ongoing growth in the retail mass and middle-income 
segments and corporate markets, solid growth in retail deposits, pleasing       
growth in transactional banking volumes, improved margins on new advances       
through risk-based pricing and increased client activity in foreign exchange    
and interest rate markets as well as an intensified focus on improving client   
service levels.                                                                 
The Competition Commission inquiry into bank charges issued a detailed report   
in December 2008. Industry stakeholders have been given an opportunity by       
National Treasury to comment on the recommendations contained in the report.    
This input will be discussed by National Treasury with the Department of Trade  
and Industry, the South African Reserve Bank and the Competition Commission and 
it is anticipated that the final outcome of the banking inquiry process and the 
impact on the banking industry will be finalised during 2009. Nedbank remains   
committed to an outcome that provides real benefit to consumers and ensures the 
ongoing competitiveness and stability of the financial services industry.       
Basel II was successfully implemented on 1 January 2008 and was used as a       
catalyst to enhance the management of risk and capital across the industry.     
Financial performance                                                           
Given the turmoil in the global financial markets and the slower domestic       
economy Nedbank is currently adopting a more conservative approach across its   
operations. We have intensified our focus on increasing capital levels, growing 
deposits and liquidity, proactive risk management, selectively growing assets   
in businesses that are well positioned to increase economic profit, continuing  
to manage for value in those businesses that have lower economic profit         
profiles and managing down positions in riskier lines of businesses. At the     
same time we continue to invest for the future and we are not seeking to        
maximise short-term profitability at the expense of longer-term sustainability  
at this point in the cycle.                                                     
Adjusted operating profit (IFRS basis) was down 5% to R8 800 million with       
headline earnings down 3% to R5 765 million. Basic earnings grew by 6% to       
R6 410 million (2007: R6 025 million). Diluted headline earnings per share      
(EPS) decreased by 2% from 1 429 cents to 1 401 cents. Diluted EPS grew 7% from 
1 454 cents to 1 558 cents, driven largely by the R622 million after-tax profit 
on the sale of Visa shares in the first half of the year.                       
Nedbank`s return on average ordinary shareholders` equity (ROE), excluding      
goodwill, decreased from 24.8% to 20.1%. ROE dropped from 21.4% to 17.7% for    
the year. These declines were caused by slightly lower headline earnings,       
mainly as a result of increasing retail impairment levels that reduced the      
return on assets, together with higher capital levels as capital adequacy       
ratios increased during 2008.                                                   
Credit quality deteriorated throughout 2008 with Nedbank Retail`s impairments   
worsening significantly, while the wholesale banking portfolios showed a        
moderate deterioration in the second half of 2008. Overall impairments have     
increased, although the impact on earnings was partially off-set by controlled  
cost growth. The momentum built from disciplined cost management over the past  
few years continued into 2008 and contributed towards the efficiency ratio      
improving from 54.9% in 2007 (54.3% excluding Bond Choice) to 51.1% in 2008 and 
the "jaws" ratio growing to 7.5% (2007: 6.9%).                                  
We continued to see a steady inflow of customer deposits, resulting in retail   
deposits growing in line with retail advances. Pressure on short-dated          
maturities has been partially alleviated by market expectations of decreasing   
interest rates and a strategy of increasing deposit duration, particularly in   
the second half of the year. Given our domestic focus and small foreign-funding 
requirements (foreign deposits are 1.3% of total Nedbank deposits), our funding 
and liquidity levels have remained sound with limited impact from the global    
financial crisis.                                                               
Net interest income (NII)                                                       
NII grew 14% to R16 170 million on the back of growth in average                
interest-earning banking assets of 23%. Nedbank`s net interest margin for the   
year was 3.66%, down from 3.94% in 2007. The positive endowment impact of       
interest rate increases on capital and current and savings accounts was off-set 
by a number of factors including liability margin compression reflecting the    
higher cost of term funding and asset margin compression from a changing asset  
mix. Asset pricing continues to be a key focus for improving margins, with      
higher margins being generated on new assets. Further off-sets include the cost 
of holding additional liquidity buffers deemed prudent in the current           
environment and debits relating to the accounting for historic                  
structured-finance transactions with related credits off-set in taxation.       
Impairments charge on loans and advances                                        
The credit loss ratio increased from 0.62% in 2007 to 1.17% for the year. The   
growth in advances and the increase in the credit loss ratio are reflected in a 
123% increase in the impairments charge from R2 164 million to R4 822 million.  
Retail credit loss ratios have deteriorated since June 2008 and remain above    
expected through-the-cycle levels, largely as a result of continuing increases  
in defaulted advances in the Nedbank Retail Home Loan and Vehicle and Asset     
Finance Divisions. Wholesale banking credit loss ratios remain below expected   
through-the-cycle levels, although the credit loss ratio in Business Banking    
increased as expected. The credit quality in the Corporate and Investment       
Banking books remains good but is expected to be impacted by worsening credit   
quality in the year ahead resulting in increased credit loss ratios on these    
books. Notwithstanding seasonal effects, the unsecured retail portfolio         
reflected encouraging signs of improvement in the latter part of 2008.          
Defaulted advances increased by 75% from R9 909 million to R17 301 million and  
total impairment provisions increased by 29% from R6 078 million to             
R7 859 million.                                                                 
Non-interest revenue (NIR)                                                      
NIR, excluding Bond Choice`s commission and sundry income from the 2007 base,   
grew by 9% on a like-for-like basis. Total NIR (including Bond Choice in the    
2007 base) increased by 3% to R10 729 million.                                  
Commission and fee income grew by 14% on a like-for-like basis (5% including    
Bond Choice), mainly from volume growth and transactional price increases.      
Cheque processing fees continue to decrease with the NetBank electronic banking 
system now implemented for all Business Banking clients and a process of        
migration initiated for Corporate Banking clients. Cash handling fees and       
transactional banking volumes grew strongly due to the growth in customer       
numbers, reflecting the success of Nedbank`s strategy to increase delivery      
channels, improve customer service and strengthen brand positioning. The sale   
of Bond Choice reduced commission and fee income by R578 million.               
Trading income increased by 16% from R1,334 million in 2007 to R1 553 million   
in 2008, reflecting good trading activity in the foreign exchange and global    
market businesses, although equity and debt trading both had a disappointing    
year. Adjusting for the loss in the first six months of 2007 in respect of the  
Macquarie business alliance, trading income would be at similar levels          
year-on-year.                                                                   
The sharp fall in equity markets resulted in historic unrealised gains in       
mark-to-market private equity positions reducing. In spite of these challenging 
markets Nedbank managed to record a positive NIR of R303 million from its       
private-equity portfolios on the back of revaluations, realisations and         
dividend income.                                                                
Expenses                                                                        
Nedbank continues to invest in its franchise while maintaining a disciplined    
approach to expenses. Despite high inflation and the increased distribution     
footprint, expenses continued to be tightly controlled, increasing by 2% to     
R13 741 million (2007: R13 489 million). On a like-for-like basis, excluding    
Bond Choice, expenses increased by 5%.                                          
Taxation                                                                        
The taxation charge decreased by 25% from R2,336 million in 2007 to             
R1 757 million. The effective tax rate decreased from 26.3% in 2007 to 21.6%,   
mainly due to a reduction in the corporate taxation rate in South Africa from   
29% to 28%, a change in tax legislation impacting investments held in private   
equity portfolios and increase dividend income.                                 
Non-trading and capital items                                                   
Income after taxation from non-trading and capital items increased from         
R104 million in 2007 to R645 million for the year. The main contributions were  
the R622 million after-tax profit on the sale of Visa shares and the R15 million
profit on the sale of 33.5% in Bond Choice.                                     
Capital adequacy                                                                
Nedbank has strengthened capital ratios significantly, with a Tier 1 capital    
adequacy ratio of 9.6% (December 2007: 8.2% pro-forma Basel II) and a total     
capital adequacy ratio of 12.4% (December 2007: 11.4% pro-forma Basel II).      
These ratios are now above the group`s historic target ranges. The core Tier 1  
capital adequacy ratio was 8.2% (December 2007: 7.2% pro forma Basel II).       
Nedbank currently holds a surplus of R9.5 billion against its regulatory        
capital adequacy requirements.                                                  
Advances and deposits                                                           
Total assets increased by 16% to R567 billion (2007: R489 billion). Growth in   
average interest-earning banking assets slowed to 23% (2007 growth: 29%).       
Advances increased by 16%, reflecting ongoing growth in Nedbank Corporate but   
slower growth from Nedbank Retail and a drop in advances in Nedbank Capital.    
Nedbank Capital`s client loan book grew strongly, but this growth was more than 
off-set by a reduction in the advances in the trading portfolio. Imperial Bank  
showed strong growth through most of the year.                                  
Overall deposits increased by 21% from R385 billion to R467 billion at          
December 2008, with higher interest rates increasing demand for savings and     
investment products.                                                            
Despite strong growth in retail funding, deposit growth was still largely       
concentrated in the wholesale market. Management has remained focused on        
optimising the funding mix and profile of the group through utilising alternate 
funding sources, concentrating especially on the retail and business banking    
deposit bases, while pricing competitively for term deposits.                   
Nedbank`s liquidity remains sound. The impact of the global financial crisis on 
South African markets has, to date, been largely limited to an increased cost   
of international funding as a result of the reduction in international          
liquidity. This decreased the banks ability to access such funding and has led  
to an increase in the cost of - and decrease in appetite for - capital market   
debt. Given Nedbank`s domestic focus, international funding has traditionally   
not been a large portion of the group`s funding base, while the increase in the 
pricing of capital market debt has increased the cost of rolling over conduit   
paper and new subordinated-debt issues, with volumes issued in this market also 
being lower.                                                                    
During 2008 Nedbank successfully issued hybrid debt, raising R1.75 billion. In  
addition, to diversify the funding base, raise further foreign funding and      
lengthen the bank`s existing funding profile Nedbank issued foreign syndicated  
club loans of USD165 million and Eur165 million; registered a USD2 billion      
European medium-term note (EMTN) programme; obtained a USD100 million credit    
line from African Development Bank; and continues to focus on the retail deposit
base through competitive products and pricing.                                  
Principal risks and uncertainties                                               
The appropriate level of capital for a bank is a function of its strategy,      
individual risk appetite and risk profile. This aligns with one of the key      
objectives of Basel II which is to differentiate capital requirements and       
capital buffers above the regulatory minimum, to reflect the unique risk        
profile on a bank-by-bank basis, rather than following the "one-size-fits-all"  
approach that Basel I engendered.                                               
Nedbank has cultivated and embedded a prudent and conservative risk appetite,   
primarily focused on the basics of banking in southern Africa. This is          
illustrated by reference to a number of factors including having neither direct 
exposure to US sub-prime credit assets nor associated credit derivative         
transactions and having conservative credit underwriting practices which have   
culminated in a high-quality, well-collateralised wholesale book and further    
tightening of credit criteria in our retail book since 2007 in anticipation of  
the economic downturn and resulting from the introduction of the National       
Credit Act. We have reasonable credit concentration risk levels in relation to  
the South African market with counterparty credit risk being restricted to      
non-complex, vanilla banking transactions. We have a strong, well-diversified   
funding deposit base (including a strong retail deposit franchise) and limited  
offshore funding, low securitisation risk exposure compared to global banks,    
low leverage ratio compared to global banks and higher ratio of risk-weighted   
assets to total assets ratio than that of peers, indicative of our              
appropriately conservative measurement of risk. In addition, we have a low      
level of assets and liabilities exposed to the volatility of IFRS fair value    
accounting, our small market trading risk in relation to total bank operations, 
we have a low interest rate risk in the banking book and we have low equity     
(investment) risk exposure, having successfully completed our non-core asset    
disposal strategy in 2007. We have low currency translation risk and an optimal 
offshore capital structure. Our earnings streams across our full commercial     
banking activities are well-diversified and our well-diversified subordinated   
debt profile have no maturities of existing Tier 2 regulatory capital until     
2011. We undertake comprehensive stress and scenario testing to confirm the     
adequacy of our capital ratios and accompanying capital buffers.                
Against this background, we believe that capital levels (both regulatory        
capital and internal capital assessment, based on economic capital) and         
provisioning for credit impairments are appropriate and conservative, and that  
Nedbank and its subsidiaries are appropriately capitalised relative to our      
business activities, strategy, risk appetite, risk profile and the external     
environment in which we operate. Additionally, Nedbank is currently not holding 
excess capital for acquisitions.                                                
Outlook                                                                         
The domestic economy is expected to continue slowing in 2009, with gross        
domestic product (GDP) growth currently forecast by the Nedbank group at 0.4%.  
The global financial crisis and resultant recessionary conditions will place    
more pressure on an already slowing domestic economy. Weaker international      
trade, lower commodity prices and continued volatility on major financial       
markets are expected to restrict corporate activity. Consumer finances are      
likely to remain strained as a result of continued pressure on disposable       
income, falling asset prices, increasing unemployment and the weaker rand.      
Lower economic activity is also placing increasing strain on corporates.        
Further interest rate cuts are anticipated during the course of 2009. The       
benefits of these would be expected to impact positively on the South African   
banking environment only in 12 to 18 months` time. In the short term the        
decrease in interest rates will have a negative endowment effect on banking     
interest margins, while impairments are likely to continue to deteriorate. The  
reversal of the higher impairment trend typically takes longer to be reflected  
in earnings.                                                                    
In light of progress made by Nedbank and taking into account the current        
economic environment and Nedbank`s interest rate expectations, we have revised  
our medium- to long-term targets and have set short-term objectives for the     
2009 financial year. The economic environment remains uncertain and this,       
together with heightened market volatility, ongoing global uncertainty and the  
potential for an extended global recession, increases forecast risk. The        
short-term outlook, which is management`s current best estimates for the year   
ahead, is that the Nedbank headline earnings will reduce by approximately 10%   
in 2009, but Nedbank will continue to improve its efficiency ratio and          
strengthen its capital position. This outlook assumes a reduction of 227 basis  
points in the average prime rate.                                               
SOUTH AFRICA: GENERAL INSURANCE - MUTUAL & FEDERAL                              
Challenging trading conditions                                                  
The full text of Mutual & Federal`s results for the year ended                  
31 December 2008, released on 6 February 2009, can be accessed on Mutual &      
Federal`s website http://www.mf.co.za                                           
Highlights (Rm)                                 2008      2007     % Change     
Adjusted operating profit (IFRS basis)                                          
(pre-tax)                                      1 169     1 256         (7%)     
Gross premiums*                                9 159     9 323         (2%)     
Earned premiums*                               7 669     7 948         (4%)     
Claims ratio*                                  67.1%     65.8%                  
Combined ratio*                                96.1%     95.4%                  
Solvency ratio*                                  41%       42%                  
Return on capital* (three-year average)        33.9%     31.7%                  
* As reported by Mutual & Federal in their report to shareholders as at         
31 December 2008                                                                
Profits impacted by financial turmoil in the investment environment negatively  
impacting investment returns                                                    
Adjusted operating profit (IFRS basis) declined following the lower underwriting
margin, but was partially off-set by the impact of a higher LTIR. This added    
R57 million to our adjusted operating profit. The profit attributable to equity 
shareholders declined 117%, primarily as a result of a reduction in the value   
of listed equities. The underwriting surplus for the year declined by 18% but   
the 2007 result was positively impacted by the release of R96 million from      
reserves following refinements to estimation methods. Without this adjustment,  
underwriting profit increased by 11%. Although there were further increases in  
the frequency and severity of industrial fire claims in the first half of the   
year, trading conditions improved during the second half. This, together with   
corrective measures on the underperforming group schemes portfolio resulted in  
satisfactory levels of underwriting profitability being achieved for the full   
year. Gross premium income declined by 2% as growth in the commercial portfolios
was off-set by the cancellation of a number of personal group schemes and a     
contraction in the risk finance portfolio.                                      
Investment income reduced sharply during the year following a decline of        
approximately 27% in the value of listed equities which was in line with the    
JSE. Whilst dividend income declined slightly, interest income increased        
strongly as a result of higher levels of cash holdings during the year and      
higher interest rates.                                                          
Restructuring undertaken during the year                                        
During the year Mutual & Federal undertook a substantial restructure to promote 
client service and operating efficiency. Staff numbers declined by more than    
600 as a result of the restructure and R55 million in retrenchment costs were   
paid. A further non-recurring expense of R147 million was incurred from the     
closure of a channel development project. This project was undertaken to seek   
growth opportunities from a number of different channels but was prudently      
abandoned when it proved to be too ambitious and ill-timed.                     
Solvency margin in the target range                                             
As a result of the decline in the value of investments, the net asset value per 
share declined by 13% during the year to R10.92 at 31 December 2008. The        
solvency margin (being the ratio of net assets to net premiums) declined to 41% 
at 31 December 2008 but remains in the target range adopted by Mutual &         
Federal.                                                                        
Principal risks and uncertainty                                                 
There are two main risks and uncertainties facing the business. The first is    
operational risk and the second is a credit risk item. Operational risk arises  
from the introduction of a new computer system across all operations and        
branches taking place in 2009. A smooth transition and introduction of the new  
operating environment is critical to the future profitability and success of    
the business, to the degree that some business may be lost if the conversion    
fails. While the reinsurance panel of the company is graded on average "A" and  
above (Standard and Poors), the failure of a reinsurer could cause significant  
solvency strain and going-concern problems to the business.                     
Outlook                                                                         
The impact of the turmoil experienced at the end of 2008 in Europe and the      
United States is expected to be felt in South Africa in 2009. Economic growth   
will be challenged as commodity prices continue to fall. This will further      
dampen South African consumer spending in 2009 and inevitably inhibit growth in 
the short-term insurance industry. While government infrastructure spending and 
the anticipated 2010 Football World Cup may provide some growth opportunities,  
much of this business is inadequately rated and will decline. As consumers are  
stretched, we are unlikely to see meaningful growth in existing personal        
portfolios.                                                                     
If commodity prices stay low the local currency will remain weak, particularly  
if the Reserve Bank follows the example of Europe and the United States with    
aggressive interest rate cuts. Any decline in the value of the rand threatens   
to increase claims costs because of the large imported component in motor       
vehicles and replacement plant and equipment.                                   
Despite these factors, we remain committed to producing underwriting profits in 
2009, and although the economic downturn may subdue growth, our streamlined     
structure should provide us with a competitive advantage.                       
UNITED STATES: US LIFE                                                          
Immediate annuity mortality experience and market driven challenges in variable 
annuity business depress 2008 results                                           
Highlights (USDm)                              2008       2007     % Change     
Adjusted operating profit (IFRS basis)                                          
(pre-tax)                                     (679)        195       (448%)     
Return on equity                            (50.0%)       5.9%                  
Adjusted operating (loss)/profit                                                
(covered business) (MCEV basis) (post-                                          
tax)                                        (1 112)         65     (1 811%)     
Return on embedded value (covered business)(121.4%)       4.1%                  
Life assurance sales (APE)                      519        671        (23%)     
Value of new business                         (122)        63*       (294%)     
APE margin                                    (23%)        9%*                  
PVNBP                                         4 990     6 375*        (22%)     
PVNBP margin                                 (2.4%)      1.0%*                  
Net client cash flows (USDbn)**                 1.0        1.6        (38%)     
Funds under management (USDbn)**               20.7       24.1        (14%)     
* Restated, as now reporting on an MCEV basis                                   
** Stated on a start manager basis as USAM manages funds on behalf of US Life   
Decrease in funds under management driven by unprecedented equity and credit    
market movements                                                                
Despite the turbulent markets, net client cash flows were 4% of opening funds   
under management. Funds under management ended the year at USD20.7 billion, down
14% from the opening position primarily due to a 21% decrease in the market     
value of funds under management. The net unrealised loss on the fixed income    
portfolio increased by USD2.3 billion to USD2.6 billion and Old Mutual Bermuda  
("OMB") variable annuity separate account asset values decreased by             
USD2.4 billion. The market value decrease was mainly the result of widening     
credit spreads in the bond markets and dramatic declines in global equity       
markets.                                                                        
Sales driven by variable annuities                                              
Total life sales on an APE basis were USD519 million, down 23% over 2007. Sales 
by OMB were the largest contributor to APE. However as a consequence of the     
high cost of guarantees in the volatile environment, we withdrew the guaranteed 
variable annuity riders from the Hong Kong book in May, and from the remainder  
of the business effective 15 August 2008, and therefore the OMB sales in the    
last four months of the year were significantly lower.                          
Fixed indexed annuity sales, down 40% over 2007, were affected by difficult     
market conditions. However, fixed annuity sales of USD60 million were up 216%   
over 2007, following the industry trend as customers seek fixed interest        
guarantees during this period of extreme equity market volatility and economic  
instability.                                                                    
Value of new business                                                           
VNB reduced by USD185 million in 2008 compared to 2007, with a margin of        
negative 23% compared to 9% in 2007. The decrease in margin was mainly due to   
the reduction in swap rates, which affects our US Life onshore business by which
reducing management capacity to retain additional income above guaranteed       
minimum crediting rates, the additional provisions for non-modelled risk on OMB 
variable annuity business sold, and the recognition of higher expected guarantee
costs on variable annuity business, in particular on the Hong Kong book.        
Review of reserving basis                                                       
We continually monitor our assumptions and make adjustments based on experience 
as appropriate. During 2008 we lowered the mortality assumption for life        
contingent single premium immediate annuities ("SPIA"), which increased the     
IFRS reserve and reduced embedded value. We modified the expected lapse rates   
for deferred and indexed annuities to reflect higher expected surrenders when   
the contracts exit the surrender charge period, which resulted in DAC           
unlocking. We also included a non-performance risk factor in discount rates     
used to determine the indexed annuity embedded derivative liability and the     
variable annuity guaranteed minimum accumulation benefit (GMAB) liability,      
which decreased the liabilities. Finally, we updated the variable annuity GMAB  
assumptions related to fund indices, mortality, free partial withdrawal         
utilisation, services fees and volatility, which resulted in a net decrease in  
the liability.                                                                  
Underlying adjusted operating profit (IFRS basis) results                       
Adjusted operating profit (IFRS basis) decreased USD874 million from the level  
at 2007 to a loss of USD679 million for 2008. The 2008 loss reflects            
USD436 million of additional mortality reserves related to life SPIA`s, a       
USD295 million charge in the fourth quarter for revisions to estimates of future
gross profits which resulted in an "unlocking" of the deferred acquisition cost 
asset (DAC), and USD126 million of hedge losses related to variable annuity     
product guarantees. The latter was part of a total IFRS pre-tax and pre-DAC     
charge of USD508 million relating to the variable annuity product with          
USD382 million flowing through the short-term fluctuations line.                
Difficult credit markets resulted in higher impairment losses and volatile      
equity markets increased the costs associated with the guaranteed benefits on   
our variable annuity contracts.                                                 
Market Consistent Embedded Value results                                        
Adjusted operating profit (MCEV basis) was significantly lower in 2008 than in  
2007, mainly due to the large negative assumption changes made in 2008:         
strengthening of SPIA mortality reduced the VIF by USD280 million, an increase  
in expense assumptions reduced the VIF by a further USD291 million, and the     
strengthening of OMB GMAB reserves reduced the ANW by USD126 million. Experience
variances were also significantly adverse due largely to higher than expected   
lapses and the impact of reinsurance deals which had been priced to be broadly  
cost-neutral on a real world basis. Other negative experience variances         
included lighter than expected SPIA mortality and an expense overrun, which     
resulted in the operating assumption changes already outlined.                  
Credit update                                                                   
The markets finished the year on a slightly positive note, as credit spreads    
tightened from historical wide levels in November. Overall, the markets         
remained fragile as continued financial sector rescue and economic stimulus     
initiatives were required to boost economic activity and confidence. The        
recessionary environment projected for 2009-10 depressed all market sectors.    
US Life`s fixed income portfolio aggregate credit experience continued to be    
affected by poor economic and financial market conditions. For 2008,            
impairments total USD768 million on 43 securities with 3 of the 43 being sub-   
prime asset-backed securities and another 15 indirectly linked to sub-prime or  
monoline insurer exposures. 3.4% of US Life`s fixed income portfolio has direct 
exposure to sub-prime mortgage collateral. The majority of the sub-prime        
exposure remains highly rated but has experienced several ratings downgrades.   
Of sub-prime holdings at 31 December 2008, 67% was rated AAA, 80% AA and        
higher, 93% A and higher with an aggregate 68% fair value-to-book value ratio.  
Approximately 2.9% of US Life`s fixed income portfolio has exposure to monoline 
insurers, of which USD508 million (89% of the total exposure) is indirect       
(wrapped) exposure, with an 82% fair value-to-book value ratio, and USD64       
million is direct (unsecured) exposure, with a 56% fair value-to-book value     
ratio. The indirect exposures include USD197 million of sub- prime asset-backed 
securities which are wrapped by monoline guarantees.                            
Many large, high profile financial firms suffered failures and regulatory       
interventions during the year, resulting in creditor losses, almost completely  
illiquid credit markets, dramatically wider credit spreads and lower bond       
prices in all sectors. In line with other US insurers, our fixed income         
portfolio aggregate credit experience and current unrealised loss position have 
been affected by these events and market conditions. US Life`s fixed income     
portfolio recorded impairments of USD237 million in the fourth quarter of 2008, 
contributing to total impairments of USD768 million for the 2008 year. The main 
components of this were public fixed income security losses principally in      
respect of Washington Mutual (USD78 million), Lehman Brothers (USD50 million),  
three foreign financial institutions (USD98 million), several structured        
securities (USD165 million), three monoline insurers (USD38 million) and losses 
on preferred stocks (USD225 million) of which Freddie Mac and Fannie Mae was the
majority (USD151 million). US Life`s net unrealised losses on the fixed income  
security portfolio was USD2.6 billion at 31 December 2008 reflecting the        
market-wide repricing of credit spreads and continuing fallout from the         
sub-prime mortgage crisis. Actual defaults on our corporate bonds for the year  
were USD158 million resulting in a default rate of approximately 1.3% on our    
corporate bond portfolio. The value of our US investment portfolio at           
31 December 2008, after recognition of these impairments totalled               
USD20 347 million.                                                              
US Life onshore update                                                          
Highlights (USDm)                                2008       2007     % Change   
Adjusted operating profit (IFRS basis)                                          
(pre-tax)                                     (425)        111       (483%)     
Life assurance sales (APE)                      251        312        (20%)     
Value of new business                          (21)       (13)        (62%)     
APE margin                                     (8%)       (4%)                  
PVNBP                                         2 307      2 778        (17%)     
PVNBP margin                                 (0.9%)     (0.5%)                  
Funds under management (USDbn)                 14.9       18.1        (18%)     
Our US Life onshore business is conducted through OM Financial Life and its     
wholly-owned subsidiary, OM Financial Life of New York. US Life onshore is      
focused on transforming and scaling its entities to improve performance by      
drawing the business back to reduced sales volume but more profitable sales,    
lowering new business capital strain and reducing operating expenses while      
creating a more efficient foundation for potential future business growth.      
The key focus will be on the successful implementation of the business          
transformation strategy. The new product profile will be less capital intensive 
through streamlining the current product portfolio and eliminating unprofitable 
lines. The sales strategy will centre on core distribution partners to produce  
more effective relationships. In addition to the consolidation of locations and 
reduced headcount, a strong expense discipline will be employed throughout the  
organisation. US Life will embed a risk management framework that reinforces a  
conservative risk culture into the business operations.                         
The specifics of the transformation strategy have been finalised, and the       
implementation actions required are intended to be in place early in the second 
quarter of 2009. The preferred outcome will be to allow the business to focus   
on the distribution channels and products which are most efficient and          
profitable, such as its fixed annuity products. Key activities for the          
remainder of the year include managing the investment portfolio to reduce       
exposures to potential impairment losses in the current fragile credit market   
conditions.                                                                     
An additional capital injection of USD225 million was made in February 2009 to  
US Life onshore from the Group to maintain the Risk Based Capital in line with  
the operating target. The total capital injection for 2008 and early 2009 was   
USD325 million, resulting in and RBC ratio of 305%.                             
Principal risks and uncertainties                                               
US Life onshore is exposed to a number of risks, including the attraction and   
retention of key staff during the business restructure, retaining the capital   
required to meet target risk-based capital levels, funding and meeting product  
guarantees, and asset liability management, including the need to maintain      
sufficient liquidity to protect the bond portfolio from crystallising losses in 
the current volatile market. In addition, defaults, downgrades or other events  
impairing the value of our fixed maturity securities portfolio may reduce our   
earnings. Changes in market interest rates may significantly affect our         
profitability and a downgrade in our financial strength or credit rating could  
result in a loss of business. A further decline in equity markets or a          
sustained increase in volatility may adversely affect sales of our investment   
products and our profitability.                                                 
Outlook for 2009                                                                
Despite the economic conditions we remain optimistic about our core products,   
which offer customers guarantees, flexibility and transparency as we work with  
them to meet their risk and retirement needs.                                   
Experience in previous recessions suggests that this economic downturn will     
have only a limited effect on sales in the life industry. During the last       
recession, total new premiums for individual life insurance dipped but were     
trending upward again before the recession ended. We expect traditional         
insurance sales to small businesses to be strong as companies recognise the     
need for asset protection and indemnification, and look for simpler solutions   
to meet their objectives.                                                       
We will continue working proactively to improve capital efficiency and          
investment portfolio performance through measures such as the defensive         
restructuring of the asset portfolio, reducing exposures to corporations in     
recession prone sectors, reducing financial credit exposures, upgrading CMBS    
and sub-prime portfolios and increasing treasury and liquidity balances         
US Life offshore update                                                         
Highlights (USDm)                                 2008      2007     % Change   
Adjusted operating profit (IFRS basis)                                          
(pre-tax)                                      (254)        84       (402%)     
Life assurance sales (APE)                       268       359        (25%)     
Value of new business                          (101)        76       (233%)     
APE margin                                     (38%)       21%                  
PVNBP                                          2 683     3 597        (25%)     
PVNBP margin                                  (3.8%)      2.1%                  
Funds under management (USDbn)                     5.8       6.0         (3%)   
Our US Life offshore business is conducted through Old Mutual Bermuda ("OMB").  
During the year, continuing market volatility and significant strengthening of  
the US dollar led to further increases in guarantee reserves in respect of      
variable annuity contracts. In 2008, we recognised a total loss in respect of   
this business of USD508 million, of which USD126 million was recognised in      
adjusted operating profit. Cash of USD582 million was transferred to OMB during 
2008; it now has a significant excess to the minimum Bermuda regulatory capital 
requirement.                                                                    
The Universal Guarantee Option ("UGO"), which was launched in January 2007, was 
an optional benefit connected to the Universal Investment Plan ("UIP"). When    
selected, the UGO provided a Guaranteed Minimum Accumulation Benefit ("GMAB"),  
that guaranteed the policyholder`s account value would grow by 5% over five     
years (i.e. if the fund is below 105% of the initial premium, it would be       
"topped up") and by 20% over 10 years. There was also in some cases a Highest   
Anniversary Value ("HAV") guarantee on death and / or maturity. The UGO was     
withdrawn from the Hong Kong book in May, and from the rest of the market on    
15 August 2008.                                                                 
The death and living benefit guarantees, which are embedded within the variable 
annuity products issued by OMB, have similar risk profiles to "put-type"        
options. This means that OMB bears the risk associated with market downturns as 
a result of having sold these guarantees. These "put-type" options are          
considered to be exotic in nature since policyholder behaviour influences the   
ultimate payoff. In addition, since the guarantees are defined in US dollars    
but are backed by funds that are invested in foreign currency denominated       
securities, OMB bears foreign currency exchange risk in connection with these   
exposures. Since the funds backing the guarantees are not directly hedgeable,   
linear combinations of liquid market indices are used to proxy the return of    
every fund ("fund mapping"). For effective hedging, the explanatory power of    
these fund mappings should be as high as possible establishing good linkage     
between the funds and the chosen set of hedgeable indices.                      
The turbulent economic conditions and failure to fully hedge certain risks,     
coupled with hedge ineffectiveness, meant that the cost of providing the        
guarantees increased substantially in 2008. This resulted in swift and decisive 
action in the second half, including senior management changes, the withdrawal  
of the UGO, strengthening of governance and risk management practices, the      
adoption of more conservative assumptions, implementation of improved fund      
mapping and the launch of the "Accelerated Universal Guarantee Option (UGO)"    
offer.                                                                          
Improved fund mapping has enabled OMB to have a much clearer understanding of   
its exposures in terms of the guarantees it has offered. While considerable     
basis risk remains, OMB has been able to significantly improve hedge            
effectiveness, from around 75% measured over the full year, to around 92% in    
the fourth quarter of 2008. Enhanced attribution reporting has also resulted in 
a better understanding of the sensitivity of our reserves to changes in the     
underlying markets. As a general guidance, a 1% decrease in equity markets      
results in a loss of approximately USD10 million, a 1% strengthening in the     
US dollar results in an adverse impact of around USD4 million and a 1% parallel 
increase in volatility costs approximately USD15 million.                       
Better asset and liability management of the margin and bank accounts was       
instituted in the fourth quarter of 2008 to help increase yields, reduce        
counterparty exposure and minimise unintentional currency exposure. 24-hour     
monitoring and trading began in October 2008 to improve reaction time as        
markets moved around the globe. Moreover, enhanced valuation methodologies to   
ensure assets and liabilities were calculated on a consistent basis helped      
remove unnecessary profit and loss volatility. A new product development        
process has been implemented, which includes the sign-off of product by the     
Group Chief Actuary, as well as the sign-off of the hedging strategy and hedge  
cost by the Chief Investment Officer and risk tolerance by the Chief Risk       
Officer.                                                                        
On 5 November 2008, OMB announced an offer permitting direct customers          
(excluding the Hong Kong book, on which OMB is the reinsurer) who had elected   
the UGO guarantee riders, many of whom had seen their initial investments fall  
substantially, to accelerate the guarantees under these riders. The UGO         
Acceleration Plan enabled customers to receive an immediate top-up to their     
account value to 85% of their initial investment (less any subsequent           
redemptions). In return, all guarantees would be terminated and the fees        
associated with these guarantees would no longer be charged. The offer was      
closed on 28 November 2008, with 14% of policyholders subjected to the offer    
accepting the take-up. Such measures represented a further step in derisking the
business and resulted in a cash payout of USD94.5 million, and a release of     
reserves of USD133.4 million.                                                   
OMB has also delivered significant operational improvements, including the      
development of a multi-currency facility and the implementation of process      
improvements that will substantially eliminate breakage (costs arising form a   
mismatch in the pricing contractually agreed with a customer and the actual     
price achieved, resulting from inefficiency of systems and/or processes).       
Looking forward, further action will be taken on a number of fronts, including  
restructuring the business to further improve governance, risk management and   
accountability; further derisking the existing book through improved hedge      
performance and regular monitoring of fund performance and the soft closing of  
funds that exhibit poor hedging characteristics. Further action will also be    
taken in the development of new investment and insurance products that meet     
customers` needs, such as Shariah compliant funds and guaranteed funds based on 
quoted indices, asset allocation models or volatility-controlled funds that     
facilitate effective hedging.                                                   
OMB is confident that a return to more normal market conditions and the launch  
of a range of new hedgeable products will underpin a good recovery in           
profitability, although some modest volatility in earnings is still expected in 
the medium term.                                                                
Principal risks and uncertainties                                               
OMB is primarily exposed to risks which include basis risk, being the risk that 
customers` investments in the underlying mutual funds underperform relative to  
the liquid market indices used to hedge the exposure, or the assumptions as to  
currency exposure prove to be inaccurate; and credit risk in connection with    
its fixed account assets. Another risk is an increase in the cost of hedging as 
a result of increased market volatility. OMB does not currently hedge           
volatility, but would look to hedge on a strategic basis, should this be deemed 
appropriate. One further risk is that of further reductions in terms of fee     
income should the value of the assets under management upon which the company   
earns fees continue to fall.                                                    
Outlook for 2009                                                                
In 2009, OMB aims to rebuild its position as a leading distribution platform.   
It does face challenges in terms of delivering innovative new products that     
will meet customers` needs within our risk appetite. However, a return to more  
normal market conditions and the launch of a range of new hedgeable products    
will underpin a good recovery in profitability.                                 
UNITED STATES: US ASSET MANAGEMENT                                              
Results dampened due to difficult market conditions                             
Highlights (USDm)                                 2008      2007     % Change   
Adjusted operating profit (IFRS basis)                                          
(pre-tax)                                        181       324        (44%)     
Return on Capital                               7.2%     11.3%                  
Operating margin                                 20%       27%                  
Unit trust/mutual fund sales                   1 892     3 782        (50%)     
Net client cash flows (USDbn)                  (5.2)      35.2       (115%)     
Funds under management (USDbn)                 240.3     332.6        (28%)     
Investment performance strong through a difficult investing environment         
Aggregate long-term investment performance from our member firms remained       
strong. Over three years, 53% of institutional assets had outperformed their    
benchmarks and 54% of institutional assets were ranked above the median of      
their peer group over the trailing three-year period. These numbers represent   
significant improvement from the third quarter and demonstrate that our         
affiliates` disciplined investment processes, based on sound valuation and      
business fundamentals, continue to deliver for clients.                         
Net flows and funds under management impacted by market turbulence              
Net client cash flows for the year were a solid USD1.5 billion, however         
including securities lending at Dwight Asset Management which we suspended in   
the third quarter, total outflows were USD5.2 billion. Given the difficult      
market conditions and the net outflows being experienced across the industry,   
our result for the year was encouraging and favourable to our peers. Affiliates 
contributing positive flows included Heitman, The Campbell Group, Rogge Global  
Partners, Ashfield Capital Partners, 2100 Xenon Group and Larch Lane Advisors.  
Our track record of investment performance coupled with our diverse             
multi-boutique model positions us well to continue to attract net inflows       
despite the current market climate.                                             
Funds under management ended the year at USD240.3 billion, a 28% decrease from  
2007. USD89 billion (96%) of the reduction was due to negative market returns.  
Our diversified asset mix helped to lessen the impact with fixed income and     
alternatives being less volatile and uncorrelated in periods of market          
instability. Such asset classes represented over half of the total funds under  
management at year-end. On 1 July 2008, Rogge Global Partners acquired ING      
Ghent, which contributed USD1.5 billion to funds under management during the    
year.                                                                           
Retail sales challenges                                                         
Like most of our competitors, retail sales faced a challenging year in 2008.    
OMAM UK unit trust sales and Old Mutual Capital mutual fund sales for the year  
were USD1.1 billion and USD831 million, respectively, down a combined           
USD1.9 billion (50%) from 2007. At 31 December 2008, 12 of Old Mutual Capital`s 
mutual funds carried four or five star rankings by Morningstar, and we remain   
confident in the competitiveness of the underlying products we offer.           
Adjusted operating profit (IFRS basis) down 44%                                 
Adjusted operating profit for the year was down 44% over 2007. The decrease was 
primarily a result of lower management fees as well as performance fees, both   
of which were negatively impacted by the volatile markets. In addition, while   
we recorded USD11 million in realised gains on seed investments in 2008, we also
recorded USD35 million of unrealised losses in adjusted operating profit. The   
operating margin, which is calculated inclusive of minority interest expense,   
also declined from 2007. Actions were taken to reduce costs across the business 
in the fourth quarter, and we remain committed to managing expenses through the 
current operating climate.                                                      
Continued focus on product development and distribution                         
We remain committed to the delivery of unique and innovative investment         
options. Recent product focus has included asset allocation and risk-adjusted   
return objectives which have positioned us well in the current market           
environment. Specifically, we recently launched Old Mutual Target Plus          
Portfolios, the only target-retirement mutual funds with three risk-specific    
asset allocation strategies. These funds enable Old Mutual to capitalise on the 
trend of target date funds as retirement plan default options.                  
To capitalise on the movement of asset flows towards both global and            
alternative products we launched the following strategies: Copper Rock          
International Small Cap Growth (managed by a newly acquired team), Barrow       
Hanley International Value, Thomson Siegel & Walmsley Global Equity, Acadian    
Emerging Market Debt, 2100 Managed Futures, and 300 North Capital Long/Short.   
In addition to our continued focus on product quality we have begun to build    
out the next generation distribution model adding several new team members      
covering Alternatives, Defined Contribution Investment Only, and Wall Street    
and Global Distribution. This is an example of our commitment to grow the       
business and bring in talented experienced people to serve the evolving needs   
of our clients.                                                                 
Risk management                                                                 
Old Mutual is committed to the objective of increasing shareholder value by     
operating in a manner consistent with our risk appetite. Risk management is not 
limited solely to consideration of downside impacts or risk avoidance, but also 
encompasses taking risk knowingly for competitive advantage.                    
An independent review of risk management across Old Mutual involving external   
experts was completed during 2008, and we have implemented a number of          
initiatives to improve our governance, risk management and internal control     
processes including implementation of an Enterprise Risk Management programme.  
These improvements include the recruitment of significant additional risk and   
compliance personnel at Group and Business Unit level; the development and roll-
out of a global risk appetite framework; the development of comprehensive and   
focused risk reporting, including introduction of a risk recording and          
reporting tool; the implementation of a revised and more comprehensive risk     
categorisation model at Group; the revision of the Old Mutual policy suite and  
framework to reflect increased oversight from Group Risk over Business Units;   
and the development of formal standards for internal loss data collection and   
increased use of Key Risk Indicators.                                           
Our priority for 2009 is to embed these enhancements and further strengthen our 
system of risk management.                                                      
Principal risks and uncertainties                                               
The broad market downturn had, and will continue to have, an impact on the US   
asset management business ("OMAM"). The exposure to current market fluctuation  
continues to impact assets under management, revenues and earnings targets      
thereby affecting our ability to execute against the overall business strategy. 
In addition, given activities over the last year, there is a high likelihood of 
regulatory reform across the financial services industry. In aggregate, these   
factors create an environment that could result in OMAM facing continuing       
pressure on earnings as well as higher than normal levels of litigation and     
reputational risks.                                                             
Outlook                                                                         
We see good potential both in the US and globally. Difficulties within          
financial institutions have created a significant opportunity to attract        
investment talent within the US. Market volatility also creates opportunities   
for managers to provide outperformance for customers at a time when the gap     
between the top and bottom quartile performers has widened.                     
Before the current market difficulties, client cash flows were driving asset    
allocation decisions towards international, global and alternative strategies.  
We believe these trends will continue in 2009, but many customer searches have  
been halted given the recent volatility. Search activity should return with     
client cash flows as the volatility in the financial markets subsides, but      
customers will remain wary. They will put a premium on companies that are truly 
institutional in quality and offer effective risk management, continuity of     
staff, strong ownership structures, transparency of investment process and      
longevity of performance.                                                       
Until global equity markets recover, our earnings growth will be restricted.    
However, our investment track record has positioned us well relative to         
competitors, and our diversified asset mix will continue to help us weather     
market volatility.                                                              
OTHER: ASIA PACIFIC                                                             
Continued focus on existing businesses                                          
Highlights (GBPm)                                2008     2007     % Change     
Adjusted operating (loss)/profit (IFRS basis)                                   
(pre-tax)                                        (17)      2**       (950%)     
Australia unit trust/mutual fund sales            418      719        (42%)     
Australia institutional sales                     123      115           7%     
Skandia:BSAM (China) Gross Premiums *              28      122        (77%)     
KMOM (India) Gross Premiums *                     279      163          71%     
Net client cash flows (GBPbn)                   (1.6)        -       (100%)     
Funds under management (GBPbn)                    3.5      6.5        (46%)     
* This represents 100% of the businesses; OM owns 50% of Skandia:BSAM and 26%   
of KMOM                                                                         
** Includes Bermuda Asset Management (now included in USAM)                     
During 2008, we continued to focus on broadening our footprint in the Asia      
Pacific region through new initiatives, increasing distribution and our         
expanding product. Our portfolio of businesses consists of a retail mutual      
funds platform and institutional asset manager in Australia, a joint venture    
with the Beijing State-owned Asset Management Company in China selling          
unit-linked and the newly-launched universal life products (Skandia:BSAM) and a 
26% holding in a life assurance venture in India (Kotak Mahindra Old Mutual).   
In India, we increased our KMOM business branch network with 197 branches now   
open across the country compared to 106 in 2007.                                
Results impacted by current market conditions                                   
A combination of stock market volatility and increased competition resulted in  
tough business conditions for the year. Sales and net client cash flows were    
disappointing with total outflows of GBP1.6 billion, primarily as a result of   
the lower equity markets and the impact of large institutional client           
redemptions in Australia. Funds under management reduced accordingly, partially 
off-set by the strengthening of local underlying currencies against sterling.   
We incurred an adjusted operating loss (IFRS basis) for the year of GBP17       
million. This was largely due to lower revenues which were impacted by weakened 
sales and significant market value depreciation caused by the market downturn.  
Non-recurring expenses relating to the new regional office set-up and the       
inclusion of costs for new initiatives contributed to the higher operating      
losses.                                                                         
Principal risks and uncertainties                                               
As uncertainties in market and economic conditions persist, the market downturn 
may continue to impact on the growing economies of emerging markets. The        
Chinese local regulator, CIRC, has placed stricter regulations on the           
distribution of unit-linked products and has also suspended all new branch      
openings, new products and funds placing further strain on business             
performance. Given that some of our businesses or investments in the region are 
joint venture partners, our challenges remain on managing risks through         
adequate representation on the relevant boards, audit committees and working    
reports from internal and external auditors.                                    
Outlook                                                                         
Although we believe there is good long-term growth in the Asia Pacific region,  
we have decided for the foreseeable future to scale back our aspirations for    
this area. We have therefore reached an agreement to sell our Australian        
business and rein back our expansion plans to focus on our established          
businesses in India and China. Reflecting this change in strategy we have       
decided to close our regional head office in Hong Kong.                         
Statement of directors` responsibilities in respect of the preliminary          
announcement of the Annual Report and the financial statements                  
We confirm that to the best of our knowledge:                                   
The financial statements, prepared in accordance with the applicable set of     
accounting standards, gives a true and fair view of the assets, liabilities,    
financial position and profit of the Group and the undertakings included in the 
consolidation taken as a whole;                                                 
The Group Finance Director`s review and the Business review includes a fair     
view of the development and performance of the business and the position of the 
Group and the undertakings included in the consolidation taken as a whole,      
together with a description of the important events, principal risks and        
uncertainties that they face.                                                   
Julian Roberts                                       Philip Broadley            
Chief Executive                                      Group Finance Director     
4 March 2009                                         4 March 2009               
Consolidated income statement                                                   
For the year ended 31 December 2008                                             
                                                                      GBPm      
Year ended      
                                                Year ended     31 December      
                                               31 December            2007      
                                     Notes            2008       Restated*      
Revenue                                                                         
Gross earned premiums                3(iii)           5 156           5 566     
Outward reinsurance                                   (335)           (293)     
Net earned premiums                                   4 821           5 273     
Investment return (non-banking)                    (11 578)           6 318     
Banking interest and similar income                   4 059           3 190     
Banking trading, investment and                                                 
similar income                                          162             170     
Fee and commission income, and                                                  
income from service activities                        2 313           2 475     
Other income                                            270             245     
Total revenues                                           47          17 671     
Expenses                                                                        
Claims and benefits (including                                                  
change in insurance contract                                                    
provisions)                                         (3 610)         (7 193)     
Reinsurance recoveries                                  262             236     
Net claims and benefits incurred                    (3 348)         (6 957)     
Change in investment contract                                                   
liabilities                                          10 051         (2 618)     
Losses on loans and advances                          (319)           (157)     
Finance costs                                           392            (50)     
Banking interest payable and similar expenses       (2 853)         (2 053)     
Fee and commission expenses, and                                                
other acquisition costs                               (937)           (778)     
Other operating and administrative expenses         (2 834)         (2 813)     
Goodwill impairment                   4(ii)            (74)             (3)     
Change in third party interest in                                               
consolidated funds                                      779           (156)     
Amortisation of PVIF and other                                                  
acquired intangibles                  4(ii)           (361)           (360)     
Total expenses                                          496        (15 945)     
Share of associated undertakings`                                               
loss after tax                                          (1)             (1)     
Profit on disposal of subsidiaries,                                             
associated undertakings and                                                     
strategic investments                4(iii)              53              25     
Profit before tax                                       595           1 750     
Income tax credit/(expense)            5(i)              88           (504)     
Profit after tax for the financial year                 683           1 246     
Profit for the financial year                                                   
attributable to:                                                                
Equity holders of the parent                            441             972     
Minority interests                                                              
Ordinary shares                        6(i)             188             224     
Preferred securities                  6(ii)              54              50     
Profit after tax for the financial year                 683           1 246     
Earnings per share                                                              
Basic earnings per ordinary share                                               
(pence)                                7(i)             8.6            19.2     
Diluted earnings per ordinary share                                             
(pence)                                7(i)             8.1            18.1     
Weighted average number of shares -                                             
millions                                              4 755           4 894     
* 2007 results have been restated to include Mutual & Federal as a continuing   
operation.                                                                      
Reconciliation of adjusted operating profit to profit after tax                 
For the year ended 31 December 2008                                             
Reconciliation of adjusted operating profit to profit after tax                 
                                                                      GBPm      
Year ended      
                                                Year ended     31 December      
                                               31 December            2007      
                                     Notes            2008       Restated*      
Europe                                3(ii)             266             268     
South Africa                          3(ii)           1 191           1 254     
United States                         3(ii)           (270)             260     
Other                                 3(ii)            (17)               2     
1 170           1 784      
Finance costs                                         (140)           (119)     
Other shareholders` expenses                           (31)            (41)     
Adjusted operating profit2 before tax                   999           1,624     
Adjusting items                        4(i)           (168)              66     
Profit for the financial year before                                            
tax (excluding policyholder tax)                        831           1 690     
Income tax attributable to                                                      
policyholder returns                  3(ii)           (236)              60     
Profit for the financial year before tax                595           1 750     
Total income tax expense               5(i)              88           (504)     
Profit after tax for the financial                                              
year                                                    683           1 246     
Adjusted operating profit after tax attributable to ordinary equity holders     
                                                                      GBPm      
                                                                Year ended      
Year ended     31 December      
                                               31 December            2007      
                                     Notes            2008        Restated      
Adjusted operating profit2 before tax                   999           1 624     
Tax on adjusted operating profit     5(iii)            (86)           (418)     
Adjusted operating profit2 after tax                    913           1,206     
Minority interest - ordinary shares  6(iii)           (218)           (242)     
Minority interest - preferred                                                   
securities                            6(ii)            (54)            (50)     
Adjusted operating profit2 after tax                                            
attributable to ordinary equity holders                 641             914     
Adjusted weighted average number of                                             
shares - (millions)                    7(i)           5 230           5 411     
Adjusted operating earnings per                                                 
share3 - (pence)                      7(ii)            12.2            16.9     
Basis of preparation                                                            
1 The reconciliation of adjusted operating profit has been prepared so as to    
reflect the Directors` view of the underlying long-term performance of the      
Group. The statement reconciles adjusted operating profit to profit after tax   
as reported under IFRS as adopted by the EU.                                    
2 For long-term business and general insurance businesses, adjusted operating   
profit is based on a long-term investment return, includes investment returns   
on life funds` investments in Group equity and debt instruments, and is stated  
net of income tax attributable to policyholder returns. For the US Asset        
Management business it includes compensation costs in respect of certain        
long-term incentive schemes defined as minority interests in accordance with    
IFRS. For all businesses, adjusted operating profit excludes goodwill           
impairment, the impact of acquisition accounting, revaluations of put options   
related to long-term incentive schemes, the impact of closure of unclaimed      
shares trusts, profit/ (loss) on disposal of subsidiaries, associated           
undertakings and strategic investments, dividends declared to holders of        
perpetual preferred callable securities, and fair value profits/(losses) on     
certain Group debt movements.                                                   
3 Adjusted operating earnings per ordinary share is calculated on the same      
basis as adjusted operating profit. It is stated after tax attributable to      
adjusted operating profit and minority interests. It excludes income            
attributable to Black Economic Empowerment trusts of listed subsidiaries. The   
calculation of the adjusted weighted average number of shares includes own      
shares held in policyholders` funds and Black Economic Empowerment trusts       
* 2007 results have been restated to include Mutual & Federal as a continuing   
operation.                                                                      
Consolidated balance sheet                                                      
At 31 December 2008                                                             
                                                                      GBPm      
At              At      
                                               31 December     31 December      
                                                                      2007      
                                     Notes            2008                      
Assets                                                                          
Goodwill and other intangible assets                  5 882           5 459     
Mandatory reserve deposits with                                                 
central banks                                           734             615     
Property, plant and equipment                           682             608     
Investment property                                   1 478           1 479     
Deferred tax assets                                   1 590             683     
Investments in associated                                                       
undertakings and joint ventures                         111              81     
Deferred acquisition costs                            3 199           2 253     
Reinsurers` share of long-term                                                  
business policyholder liabilities                     1 148           1 394     
Reinsurers` share of general                                                    
insurance liabilities                                   115               -     
Deposits held with reinsurers                           164             213     
Loans and advances                                   35 745          30 687     
Investments and securities                           83 522          89 627     
Current tax receivable                                  118              83     
Client indebtedness for acceptances                     220             165     
Other assets                                          3 137           2 774     
Derivative financial instruments -                                              
assets                                                4 633           1 527     
Cash and cash equivalents                             2 862           3 469     
Non-current assets held-for-sale                          7           1 623     
Total assets                                        145 347         142 740     
Liabilities                                                                     
Long-term business policyholder                                                 
liabilities                                          81 269          84 251     
General insurance liabilities                           344               -     
Third party interests in consolidated                                           
funds                                                 2 591           3 547     
Borrowed funds                            8           2 295           2 353     
Provisions                                9             477             499     
Deferred revenue                                        598             462     
Deferred tax liabilities                              1 452           1 413     
Current tax payable                                     219             320     
Other liabilities                                     3 733           6 180     
Liabilities under acceptances                           220             165     
Amounts owed to bank depositors                      38 171          31 817     
Derivative financial instruments -                                              
liabilities                                           4 395           1 716     
Non-current liabilities held-for-sale                     6             420     
Total liabilities                                   135 770         133 143     
Net assets                                            9 577           9 597     
Shareholders` equity                                                            
Equity attributable to equity holders                                           
of the parent                                         7 737           7 961     
Minority interests                                                              
Ordinary shares                                       1 147             933     
Preferred securities                                    693             703     
Total minority interests                              1 840           1 636     
Total equity                                          9 577           9 597     
Consolidated cash flow statement                                                
For the year ended 31 December 2008                                             
                                                                      GBPm      
                                                Year ended      Year ended      
31 December     31 December      
                                                      2008            2007      
Cash flows from operating activities                                            
Profit before tax                                       595           1 750     
Capital losses/(gains) included in investment                                   
income                                               14 183         (1 836)     
Loss on disposal of property, plant and                                         
equipment                                                 3               4     
Depreciation of property, plant and equipment            74              73     
Amortisation and impairment of goodwill and                                     
other intangible assets                                 504             403     
Impairment of loans and receivables                     320             183     
Share-based payment expense                              21              15     
Share of associated undertakings` loss after tax          1             (1)     
Profit arising on disposal of subsidiaries,                                     
associated undertakings and strategic                                           
investments                                            (53)            (25)     
Other non-cash amounts in profit                      (397)              29     
Non-cash movements in profit before tax              14 656         (1 155)     
Reinsurers` share of long-term business                                         
policyholder liabilities                                486            (53)     
Reinsurers` share of general insurance                                          
liabilities                                            (49)               -     
Deferred acquisition costs                            (370)           (482)     
Loans and advances                                  (5 206)         (5 339)     
Insurance liabilities                                   282           1,962     
Investment contracts                               (10 260)           4 124     
Amounts owed to bank depositors                       6 110           4 647     
Other operating assets and liabilities              (4 242)           (491)     
Changes in working capital                         (13 249)           4 368     
Taxation paid                                         (458)           (563)     
Net cash inflow from operating activities             1 544           4 400     
Cash flows from investing activities                                            
Net acquisitions of financial investments           (1 170)         (3 896)     
Net acquisition of investment properties                (7)            (26)     
Net acquisition of property, plant and equipment      (110)           (186)     
Net acquisition of intangible assets                   (18)            (67)     
Acquisition of interests in subsidiaries               (93)           (278)     
Disposal of interests in subsidiaries,                                          
associated undertakings and strategic                                           
investments                                           1 138             106     
Net cash outflow from investing activities            (260)         (4 347)     
Cash flows from financing activities                                            
Dividends paid to:                                                              
Equity holders of the Company                         (352)           (333)     
Equity minority interests and preferred                                         
security interests                                    (208)           (205)     
Interest paid (excluding banking interest paid)        (87)            (83)     
Proceeds from issue of ordinary shares                                          
(including by subsidiaries to minority                                          
interests)                                               31              70     
Net sale of treasury shares                               5             149     
Shares repurchased in buy-back programme              (175)           (177)     
Net receipts from unclaimed shares trust                  -              95     
Issue of subordinated and other debt                    374             699     
Other debt repaid                                     (225)           (356)     
Net cash outflow from financing activities            (637)           (141)     
Net increase/(decrease) in cash and cash                                        
equivalents                                             647            (88)     
Effects of exchange rate changes on cash and                                    
cash equivalents                                        399              50     
Cash and cash equivalents at beginning of the year    3 596           3 634     
Cash and cash equivalents at end of the year          4 642           3 596     
Consisting of:                                                                  
Coins and bank notes                                    221             211     
Money at call and short notice                        2 453           3 169     
Balances with central banks (other than                                         
mandatory reserve deposits)                             188             121     
Cash and cash equivalents from non-current                                      
assets held-for-sale                                      -            (32)     
Cash and cash equivalents                             2 862           3 469     
Mandatory reserve deposits with central banks           734             615     
Short term cash balances held in policy holder                                  
funds                                                 2 043             808     
Cash and cash equivalents subject to                                            
consolidation of funds                                (997)         (1 296)     
Total                                                 4 642           3 596     
Other supplementary cash flow disclosures                                       
Interest income received (including banking interest) 5 370           4 858     
Dividend income received                                493             388     
Interest paid (including banking interest)            3 064           2 130     
Cash flows presented in this statement include all cash flows relating to       
policyholders` funds for the long-term business.                                
Cash and cash equivalents subject to consolidation of funds are not included in 
the cash flow as they relate to the minority holding in the funds.              
Management do not consider that there are material amounts of cash and cash     
equivalents which are not available for use by the Group.                       
Mandatory reserve deposits with central banks held by Nedbank are included in   
Cash and cash equivalents for the purposes of the cash flow statement in line   
with market practice in South Africa.                                           
Consolidated statement of changes in equity                                     
For the year ended 31 December 2008                                             
GBPm      
                                              Millions     Attributable to      
                                             Number of      equity holders      
Year ended 31 December 2008               shares issued       of the parent     
Notes  and fully paid                          
Equity holders` funds at                                                        
beginning of the year                             5 510               7 961     
Changes in equity arising in the year                                           
Fair value gains/(losses):                                                      
Property revaluation                                  -                  16     
Net investment hedge                                  -                 281     
Available-for-sale investments:                                                 
Fair value losses                                     -             (1 635)     
Recycled to the income statement                      -                 414     
Shadow accounting                                     -                  26     
Currency translation                                                            
differences/exchange differences on                                             
translating foreign operations                        -                 419     
Other movements                                       -                (23)     
Aggregate tax effect of items                                                   
taken directly to or transferred from equity          -                 366     
Net income recognised directly in equity              -               (136)     
Profit after tax for the                                                        
financial year                                        -                 441     
Total recognised income and                                                     
expense for the year                                  -                 305     
Dividends for the year              10                -               (395)     
Net sale of treasury shares                           -                   5     
Shares repurchased in the buy-back programme          -               (175)     
Issue of ordinary share capital                                                 
by the Company                                        -                   5     
Change in participation in                                                      
subsidiaries                                          -                   -     
Exercise of share options                             6                   5     
Fair value of equity settled                                                    
share options                                         -                  26     
Equity holders` funds at end of                                                 
the year                                          5 516               7 737     
                                                                      GBPm      
                                                         Total       Total      
Year ended 31 December 2008                   minority interest      equity     
Equity holders` funds at beginning of the year            1 636       9 597     
Changes in equity arising in the year                                           
Fair value gains/(losses):                                                      
Property revaluation                                          -          16     
Net investment hedge                                          -         281     
Available-for-sale investments:                                                 
Fair value losses                                             -     (1 635)     
Recycled to the income statement                              -         414     
Shadow accounting                                             -          26     
Currency translation differences/exchange                                       
differences on                                                                  
translating foreign operations                               10         429     
Other movements                                              91          68     
Aggregate tax effect of items taken directly                                    
to or transferred from equity                                 -         366     
Net income recognised directly in equity                    101        (35)     
Profit after tax for the financial year                     242         683     
Total recognised income and expense for the year            343         648     
Dividends for the year                                    (165)       (560)     
Net sale of treasury shares                                   -           5     
Shares repurchased in the buy-back programme                  -       (175)     
Issue of ordinary share capital by the Company                -           5     
Change in participation in subsidiaries                      26          26     
Exercise of share options                                     -           5     
Fair value of equity settled share options                    -          26     
Equity holders` funds at end of the year                  1 840       9 577     
                                                                      GBPm      
Year ended 31                    Share                                          
December 2008        Notes     capital     Share premium     Other reserves     
Attributable to                                                                 
equity holders of the                                                           
parent at beginning                                                             
of the year                        551               757              2 908     
Changes in equity                                                               
arising in the year:                                                            
Fair value                                                                      
gains/(losses):                                                                 
Property revaluation                 -                 -                 16     
Net investment hedge                 -                 -                  -     
Available-for-sale                                                              
investments:                                                                    
Fair value losses                    -                 -            (1 635)     
Recycled to income                                                              
statement                                                               414     
Shadow accounting                    -                 -                 26     
Currency translation                                                            
differences/exchange                                                            
differences on                                                                  
translating foreign                                                             
operations                           -                 -                  -     
Other movements                      -                 -                  8     
Aggregate tax effect                                                            
of items taken                                                                  
directly to                                                                     
or transferred from                                                             
equity                               -                 -                367     
Net income                                                                      
recognised directly                                                             
in equity                            -                 -              (804)     
Profit for the                                                                  
financial year                                                                  
attributable to                                                                 
equity holders of                                                               
the parent                           -                 -                  -     
Total recognised                                                                
income and expense for               -                 -              (804)     
the year                                                                        
Dividends for the                                                               
year                    10           -                 -                  -     
Shares repurchased                                                              
in the buy-back programme            -                 -                  -     
Issue of ordinary                                                               
share capital by the Company         -                 5                  -     
Exercise of share options            1                 4                  -     
Fair value of equity                                                            
settled share options                -                 -                 26     
Attributable to                                                                 
equity holders of the                                                           
parent at end of the                                                            
year                               552               766              2 130     
                                                                      GBPm      
                                                     Perpetual                  
                                                     preferred                  
Year ended 31 December  Translation     Retained       callable                 
2008                        reserve     earnings     securities       Total     
Attributable to equity                                                          
holders of the                                                                  
parent at beginning of                                                          
the year                      (304)        3 361            688       7 961     
Changes in equity                                                               
arising in the year:                                                            
Fair value                                                                      
gains/(losses):                                                                 
Property revaluation              -            -              -          16     
Net investment hedge            281            -              -         281     
Available-for-sale                                                              
investments:                                                                    
Fair value losses                 -            -              -     (1 635)     
Recycled to income                                                              
statement                         -            -              -         414     
Shadow accounting                 -            -              -          26     
Currency translation                                                            
differences/exchange                                                            
differences on                                                                  
translating foreign                                                             
operations                      419            -              -         419     
Other movements                   3         (34)              -        (23)     
Aggregate tax effect of                                                         
items taken directly to                                                         
or transferred from equity     (13)            -             12         366     
Net income recognised                                                           
directly in equity              690         (34)             12       (136)     
Profit for the                                                                  
financial year                                                                  
attributable to                                                                 
equity holders of the parent      -          410             31         441     
Total recognised income                                                         
and expense for                 690          376             43         305     
the year                                                                        
Dividends for the year            -        (352)           (43)       (395)     
Shares repurchased in                                                           
the buy-back                      -            5              -           5     
programme                         -        (175)              -       (175)     
Issue of ordinary share                                                         
capital by the Company            -            -              -           5     
Exercise of share options         -            -              -           5     
Fair value of equity                                                            
settled share options             -            -              -          26     
Attributable to equity                                                          
holders of the                                                                  
parent at end of the year       386        3 215            688       7 737     
GBPm      
                                                                        At      
                                                               31 December      
Other reserves                                                         2008     
Merger reserve                                                        2 716     
Available-for-sale reserve                                            (844)     
Property revaluation reserve                                             85     
Share-based payments reserve                                            171     
Other reserves                                                            2     
Attributable to equity holders of the parent at end of the year       2 130     
Retained earnings were reduced by GBP280 million at 31 December 2008 in respect 
of own shares held in policyholders` funds, ESOP trusts, Black Economic         
Empowerment trusts and other related undertakings.                              
Included within other reserves is the merger reserve for the additional share   
consideration made in respect of the Skandia acquisition, being the difference  
between the market value of the shares on the date of issue and the nominal     
value included as share capital.                                                
Consolidated statement of changes in equity                                     
For the year ended 31 December 2008 continued                                   
                                              Millions                          
Number of     Attributable to      
                                         shares issued      equity holders      
Year ended 31 December 2007                                   of the parent     
                                  Notes and fully paid                          
Equity holders` funds at beginning                                              
of the year                                       5 501               7 237     
Changes in equity arising in the year                                           
Fair value gains/(losses):                                                      
Property revaluation                                  -                  95     
Net investment hedge                                  -                (13)     
Available-for-sale investments:                                                 
Fair value losses                                     -               (197)     
Recycled to the income statement                      -                  36     
Shadow accounting                                     -                  25     
Currency translation                                                            
differences/exchange differences on                                             
translating foreign operations                        -                 129     
Other movements                                       -                 (4)     
Aggregate tax effect of items                                                   
taken directly to or transferred                                                
from equity                                           -                  34     
Net income recognised directly in equity              -                 105     
Profit after tax for the financial year               -                 972     
Total recognised income and                                                     
expense for the year                                  -               1 077     
Dividends for the year                   10           -               (373)     
Net sale of treasury shares                           -                 149     
Shares repurchased in the buy-back programme          -               (177)     
Issue of ordinary share capital by the Company        -                   3     
Change in participation in                                                      
subsidiaries                                          -                   -     
Exercise of share options                             9                   9     
Fair value of equity settled share options            -                  36     
Equity holders` funds at end of                                                 
the year                                          5 510               7 961     
                                                                      GBPm      
Total minority      Total      
Year ended 31 December 2007                             Interest     equity     
Equity holders` funds at beginning of the year             1 526      8 763     
Changes in equity arising in the year                                           
Fair value gains/(losses):                                                      
Property revaluation                                           1         96     
Net investment hedge                                           -       (13)     
Available-for-sale investments:                                                 
Fair value losses                                              -      (197)     
Recycled to the income statement                               -         36     
Shadow accounting                                              -         25     
Currency translation differences/exchange                                       
differences on                                                                  
translating foreign operations                                 4        133     
Other movements                                                -        (4)     
Aggregate tax effect of items taken directly to                                 
or transferred from equity                                     -         34     
Net income recognised directly in equity                       5        110     
Profit after tax for the financial year                      274      1 246     
Total recognised income and expense for the year             279      1 356     
Dividends for the year                                     (165)      (538)     
Net sale of treasury shares                                    -        149     
Shares repurchased in the buy-back programme                   -      (177)     
Issue of ordinary share capital by the Company                 -          3     
Change in participation in subsidiaries                      (4)        (4)     
Exercise of share options                                      -          9     
Fair value of equity settled share options                     -         36     
Equity holders` funds at end of the year                   1 636      9 597     
Other      
                                      Share                                     
Year ended 31 December 2007                                                     
                          Notes     capital     Share premium     reserves      
Attributable to equity                                                          
holders of the parent                                                           
at beginning of the year                 550               746        2,901     
Changes in equity arising                                                       
in the year:                                                                    
Fair value gains/(losses):                                                      
Property revaluation                       -                 -           95     
Net investment hedge                       -                 -            -     
Available-for-sale                                                              
investments:                                                                    
Fair value losses                          -                 -        (197)     
Recycled to income                                                              
statement on realisation                   -                 -           36     
Shadow accounting                          -                 -           25     
Currency translation                                                            
differences/exchange                                                            
differences on translating                                                      
foreign operations                         -                 -            -     
Other movements                            -                 -         (10)     
Aggregate tax effect of                                                         
items taken directly to                                                         
or transferred from equity                 -                 -           22     
Net income recognised                                                           
directly in equity                         -                 -         (29)     
Profit for the financial                                                        
year attributable to                                                            
equity holders of the                                                           
parent                                     -                 -            -     
Total recognised income                                                         
and expense for                                                                 
the year                                   -                 -         (29)     
Dividends for the year        10           -                 -            -     
Net sales of treasury                      -                 -            -     
Shares repurchased in the                                                       
buy-back programme                         -                 -            -     
Issue of ordinary share                                                         
capital by the Company                     -                 3            -     
Exercise of share options                  1                 8            -     
Fair value of equity                                                            
settled share options                      -                 -           36     
Attributable to equity                                                          
holders of the                                                                  
parent at end of the year                551               757        2 908     
Year ended 31 December 2007                                                     
Translation reserve     Retained earnings      
Attributable to equity holders of                                               
the parent                                                                      
at beginning of the year                        (421)                 2 773     
Changes in equity arising in the                                                
year:                                                                           
Fair value gains/(losses):                                                      
Property revaluation                                -                     -     
Net investment hedge                             (13)                     -     
Available-for-sale investments:                                                 
Fair value losses                                   -                     -     
Recycled to income statement on                                                 
realisation                                         -                     -     
Shadow accounting                                   -                     -     
Currency translation                                                            
differences/exchange                                                            
differences on translating                                                      
foreign operations                                129                     -     
Other movements                                   (2)                     8     
Aggregate tax effect of items                                                   
taken directly to                                                               
or transferred from equity                          3                     -     
Net income recognised directly in                                               
equity                                            117                     8     
Profit for the financial year                                                   
attributable to                                                                 
equity holders of the parent                        -                   941     
Total recognised income and                                                     
expense for                                                                     
the year                                          117                   949     
Dividends for the year                              -                 (333)     
Net sales of treasury                               -                   149     
Shares repurchased in the buy-back                                              
programme                                           -                 (177)     
Issue of ordinary share capital                                                 
by the Company                                      -                     -     
Exercise of share options                           -                     -     
Fair value of equity settled                                                    
share options                                       -                     -     
Attributable to equity holders of the                                           
parent at end of the year                       (304)                 3 361     
                                                                      GBPm      
                                                       Perpetual                
                                                       preferred                
Year ended 31 December 2007                              callable               
                                                      Securities     Total      
Attributable to equity holders of the parent                                    
at beginning of the year                                      688     7 237     
Changes in equity arising in the year:                                          
Fair value gains/(losses):                                                      
Property revaluation                                            -        95     
Net investment hedge                                            -      (13)     
Available-for-sale investments:                                                 
Fair value losses                                               -     (197)     
Recycled to income statement on realisation                     -        36     
Shadow accounting                                               -        25     
Currency translation differences/exchange                                       
differences on translating foreign operations                   -       129     
Other movements                                                 -       (4)     
Aggregate tax effect of items taken directly to                                 
or transferred from equity                                      9        34     
Net income recognised directly in equity                        9       105     
Profit for the financial year attributable to                                   
equity holders of the parent                                   31       972     
Total recognised income and expense for                                         
the year                                                       40     1,077     
Dividends for the year                                       (40)     (373)     
Net sales of treasury                                           -       149     
Shares repurchased in the buy-back programme                     -     (177)    
Issue of ordinary share capital by the Company                  -         3     
Exercise of share options                                       -         9     
Fair value of equity settled share options                      -        36     
Attributable to equity holders of the                                           
parent at end of the year                                     688     7 961     
                                                                      GBPm      
                                                                        At      
31 December      
Other reserves                                                         2007     
Merger reserve                                                        2 716     
Available-for-sale reserve                                             (30)     
Property revaluation reserve                                             75     
Share-based payments reserve                                            147     
Attributable to equity holders of the parent at end of the year       2 908     
Retained earnings were reduced by GBP588 million at 31 December 2007 in respect 
of own shares held in policyholders` funds, ESOP trusts, Black Economic         
Empowerment trusts and other related undertakings.                              
Included within other reserves is the merger reserve for the additional share   
consideration made in respect of the Skandia acquisition, being the difference  
between the market value of the shares on the date of issue and the nominal     
value included as share capital.                                                
1 Accounting policies                                                           
Basis of preparation                                                            
The consolidated financial information contained herein has been prepared in    
accordance with International Financial Reporting Standards adopted by the EU.  
The Group`s results for the year ended 31 December 2008 and the position at     
that date have been prepared using accounting policies consistent with those    
applied in the preparation of the Group`s 2007 Annual Report and Accounts,      
except as set out below.                                                        
The financial information set out herein does not constitute the Company`s      
statutory accounts for the years ended 31 December 2008 or 2007. Statutory      
accounts for 2007 have been delivered to the Registrar of Companies, and those  
for 2008 will be delivered in due course. The auditors have reported on those   
accounts; their reports were (i) unqualified, (ii) did not include references   
to any matters to which the auditors drew attention by way of emphasis without  
qualifying their reports, and (iii) did not contain statements under            
section 237(2) or (3) of the Companies Act 1985.                                
Segment presentation                                                            
There has been a presentational change in the way segmental information is      
reflected in the notes to more closely align the disclosure with the way that   
management and the Board of Directors considers information when making         
operating decisions and is the basis on which resources are allocated and       
performance assessed by management and the Board of Directors. The Group`s      
results are now analysed across nine reportable segments. For purposes of       
presentation these are grouped in geographical areas. The reported segments are 
Skandia UK, Nordic and ELAM, Old Mutual South Africa, Nedbank, Mutual &         
Federal, Rest of Africa, US Life and US Asset Management. Information about     
other business activities and operating segments is disclosed in the "other     
reportable segments" category. Other segments comprise the Asia Pacific asset   
management business and Group head office.                                      
There are four principal business activities from which the Group generates     
revenues. These are long-term business (premium income), asset management       
business (fee and commission income), banking (banking interest receivable and) 
and general insurance (premium income). The revenues generated in each reported 
segment can be seen in the analysis of profits and losses in note 3(ii).        
The information reflected in note 3 reflects the measures of profit and loss,   
assets and liabilities for each segment as regularly provided to management and 
the Board of Directors. There are no differences between the measurement of the 
assets and liabilities reflected in the primary statements and that reported    
for the segments. A reconciliation between the reported segment revenues and    
expenses and the Group`s revenues and expenses is shown in note 3(ii).          
Assets, liabilities, revenues or expenses that are not directly attributable to 
a particular segment are allocated between segments where there is a reasonable 
basis for doing so. The Group accounts for inter-segment revenues and transfers 
as if the transactions were with third parties at current market prices. Given  
the nature of the operations, there are no major customers within any of the    
segments.                                                                       
Reallocations of certain comparative segment information have been made         
following changes in the Group`s management reporting structure, effective 1    
January 2008. There was no impact on net profit or net assets.                  
Amendments to IAS 39 `Financial instruments: Recognition and Measurement` -     
reclassification of financial assets                                            
The amendments to IAS 39 `Financial instruments: Recognition and Measurement`,  
issued in October 2008, in respect of the reclassification of financial assets, 
have been adopted in these financial statements. Under the extended             
reclassification rules introduced by the amendments an entity has the ability   
to reclassify financial instruments from the held-for-trading and               
available-for-sale categories in certain specified rare circumstances. The      
Group`s accounting policies have been updated to reflect the amendments to the  
standard. The Group`s US Life business has applied the amendments to certain    
financial assets previously categorised as available-for-sale, which it has     
reclassified to the loans and receivables category. This reclassification was   
implemented as at 1 July 2008 in accordance with the transitional provisions in 
the IAS 39 amendment. As a result, assets with a carrying value of              
GBP926 million at 1 July 2008 have been reclassified from available-for-sale to 
loans and receivables. Net decreases in the fair value of the reclassified      
assets in the period from 1 July 2008 to 31 December 2008, amounting to         
GBP284 million, have consequently not been reflected in the available-for-sale  
reserve in equity. There was no impact on the Group`s IFRS profit or adjusted   
operating profit, before or after tax, as a result of the introduction of the   
amendments.                                                                     
2 Foreign currencies                                                            
The principal exchange rates used to translate the operating results, assets    
and liabilities of key foreign business segments to Sterling are:               
                                                 Income                         
statement      Balance sheet      
                                         (average rate)     (closing rate)      
31 December 2008                                                                
Rand                                             15.2948            13.7194     
US Dollars                                        1.8524             1.4575     
Swedish Kronor                                   12.2209            11.4494     
Euro                                              1.2594             1.0446     
31 December 2007                                                                
Rand                                             14.1109            13.6043     
US Dollars                                        2.0014             1.9827     
Swedish Kronor                                   13.5253            12.8320     
Euro                                              1.4602             1.3596     
3 Segment information                                                           
(i) Basis of segmentation                                                       
The Group`s results are analysed across nine reportable segments. For purposes  
of presentation these are grouped in geographical areas. This is consistent     
with the way that management and the Board of Directors considers information   
when making operating decisions and is the basis on which resources are         
allocated and performance assessed by management and the Board of Directors.    
The Group generates revenue from four principal business activities: long-term  
business, asset management, banking and general insurance. The types of         
products and services from which each reportable segment derives its revenues   
are as follows:                                                                 
Europe - Skandia UK - long-term business and asset management                   
Europe - Nordic - long-term business, asset management and banking              
Europe - ELAM - long-term business and asset management                         
South Africa - OMSA - long-term business and asset management                   
South Africa - Nedbank - banking and asset management                           
South Africa - Mutual & Federal - general insurance                             
South Africa - Rest of Africa - long-term business and asset management         
(includes Namibia)                                                              
United States - US Life - long-term business                                    
United States - USAM - asset management                                         
Information about other business activities and operating segments is disclosed 
in the `other reportable segments` category. Other segments comprise the Asia   
Pacific asset management business and Group head office.                        
Adjusted operating profit is one of the key measures reported to the Group`s    
management and Board of Directors for their consideration in the allocation of  
resources to and the review of performance of the segments. The Group utilises  
additional measures to assess the performance of each of the segments, in       
particular the level of funds under management. Additional performance measures 
considered by management and the Board of Directors in assessing the            
performance of the segments can be found in the Old Mutual Market Consistent    
Embedded Value information presented on pages 80-117.                           
Comparative segment information has been revised in accordance with the         
improvements in presentation made in the current financial year.                
In the analysis that follows, consolidation adjustments include the elimination 
of inter-segment revenues, expenses, assets and liabilities together with the   
impacts of the consolidation of the Group`s interest in unit trusts, mutual     
funds and similar entities.                                                     
3 Segment information continued                                                 
(ii) Adjusted operating profit statement - segment information year ended       
31 December 2008                                                                
                                                        Europe                  
                                                UK      Nordic        ELAM      
Revenue                                                                         
Gross earned premiums                           131          92          92     
Outward reinsurance                            (78)         (4)         (8)     
Net earned premiums                              53          88          84     
Investment return (non-banking)             (6,165)     (2,317)     (1,436)     
Banking interest and similar income               -         266           -     
Banking trading, investment and similar                                         
income                                            -          24           -     
Fee and commission income, and income from                                      
service activities                              667         184         316     
Other income                                     14          20           2     
Inter-segment revenues                          104         104          29     
Total revenues                              (5,327)     (1,631)     (1,005)     
Expenses                                                                        
Claims and benefits (including change in                                        
insurance contract provisions)                 (38)        (68)       (103)     
Reinsurance recoveries                           34           4           2     
Net claims and benefits incurred                (4)        (64)       (101)     
Change in investment contract liabilities     5,991       2,390       1,466     
Losses on loans and advances                      -         (4)           -     
Finance costs                                     -           -           -     
Banking interest payable and similar                                            
expenses                                          -       (183)           -     
Fee and commission expenses, and other                                          
acquisition costs                             (330)        (49)       (151)     
Other operating and administrative expenses   (333)       (193)       (166)     
Goodwill impairment                               -           -           -     
Change in third party interest in                                               
consolidated funds                                -           -           -     
Amortisation of PVIF and other acquired                                         
intangibles                                       -           -           -     
Income tax attributable to policyholder                                         
returns                                         283        (52)         (1)     
Inter-segment expenses                        (113)       (126)        (31)     
Total expenses                                5,494       1,719       1,016     
Share of associated undertakings`                                               
profit/(loss) after tax                           -           -           -     
Profit on disposal of subsidiaries,                                             
associated undertakings and strategic                                           
investments                                       -           -           -     
Adjusted operating profit/(loss) before                                         
tax and minority interests                      167          88          11     
Tax expense                                    (56)        (11)        (14)     
Minority interests                                -           -           -     
Adjusted operating profit/(loss) after tax                                      
and minority interests                          111          77         (3)     
Adjusting items net of tax and minority                                         
interests                                        55       (122)        (16)     
Profit/(loss) after tax attributable to                                         
equity holders of the parent                    166        (45)        (19)     
                                                            South Africa        
                                                          OMSA     Nedbank      
Revenue                                                                         
Gross earned premiums                                     1,587           -     
Outward reinsurance                                        (45)           -     
Net earned premiums                                       1,542           -     
Investment return (non-banking)                           (305)           -     
Banking interest and similar income                           -       3,793     
Banking trading, investment and similar income                -         138     
Fee and commission income, and income from service                              
activities                                                  185         533     
Other income                                                 97          85     
Inter-segment revenues                                      227          19     
Total revenues                                            1,746       4,568     
Expenses                                                                        
Claims and benefits (including change in insurance                              
contract provisions)                                      (648)           -     
Reinsurance recoveries                                       41           -     
Net claims and benefits incurred                          (607)           -     
Change in investment contract liabilities                   184           -     
Losses on loans and advances                                  -       (315)     
Finance costs                                                 -           -     
Banking interest payable and similar expenses                 -     (2,684)     
Fee and commission expenses, and other acquisition costs  (150)           -     
Other operating and administrative expenses               (487)       (928)     
Goodwill impairment                                           -           -     
Change in third party interest in consolidated funds          -           -     
Amortisation of PVIF and other acquired intangibles           -           -     
Income tax attributable to policyholder returns               7           -     
Inter-segment expenses                                    (177)        (71)     
Total expenses                                          (1,230)     (3,998)     
Share of associated undertakings` profit/(loss) after                           
tax                                                           6           5     
Profit on disposal of subsidiaries, associated                                  
undertakings and strategic                                                      
investments                                                   -           -     
Adjusted operating profit/(loss) before tax and                                 
minority interests                                          522         575     
Tax expense                                               (155)       (123)     
Minority interests                                          (5)       (227)     
Adjusted operating profit/(loss) after tax and minority                         
interests                                                   362         225     
Adjusting items net of tax and minority interests           104          29     
Profit/(loss) after tax attributable to equity holders                          
of the parent                                               466         254     
(ii) Adjusted operating profit statement - segment information year ended       
31 December 2008 continued                                                      
United States                                 
                                                         Other operating        
        M&F     Rest of Africa     US Life        USAM          segments        
        570              85       2,599             -                  -        
(91)             (2)       (107)            -                  -        
        479              83       2,492             -                  -        
         56             (14)       (332)           (3)               (13)       
          -               -           -             -                  -        
-               -           -             -                  -        
         16               4           -           473                 33        
          -               -          22            17                  -        
         26                3           -             8                66        
577              76       2,182           495                 86        
       (401)            (52)      (2,300)            -                 -        
         72               1          108             -                 -        
       (329)            (51)      (2,192)            -                 -        
-              16            4             -                 -        
          -                -           -             -                 -        
          -                -           -             -             (140)        
          -                -           -             -                 -        
(101)              (6)       (264)          (10)             (10)        
        (59)            (10)         (84)         (388)             (75)        
          -                -           -             -                 -        
          -                -           -             -                 -        
-                -           -             -                 -        
          -              (1)           -             -                 -        
        (12)              (6)        (13)            -              (37)        
       (501)            (58)      (2,549)         (398)            (262)        
-                -           -             -              (12)        
          -               -           -             -                 -         
         76              18        (367)           97              (188)        
        (17)             (2)         76             2               214         
(19)              -           -             -               (21)        
         40              16        (291)           99                 5         
        (49)            (13)       (569)            1               380         
         (9)              3        (860)          100               385         
United States                                             
                                                         GBPm                   
                      Adjusted                                                  
              operating profit                           IFRS                   
Consolidation Total reportable    Adjusting items      Income                   
  adjustments         segments           (Note 4)   statement                   
            -            5,156                  -       5,156                   
            -            (335)                  -       (335)                   
-            4,821                          4,821                   
         (713)        (11,242)              (336)    (11,578)                   
            -            4,059                  -       4,059                   
            -              162                  -         162                   
(1)           2,410               (97)       2,313                   
           13              270                  -         270                   
         (586)               -                  -           -                   
       (1,287)             480               (433)         47                   
-         (3,610)                  -     (3,610)                   
             -             262                  -         262                   
            -          (3,348)                  -     (3,348)                   
            -           10,051                  -      10,051                   
-            (319)                  -       (319)                   
            -            (140)                532         392                   
            -          (2,867)                 14     (2,853)                   
          (44)         (1,115)                178       (937)                   
(34)         (2,757)                (77)    (2,834)                   
            -               -                 (74)       (74)                   
          779             779                   -         779                   
            -               -                (361)      (361)                   
-             236                (236)          -                   
          586               -                   -           -                   
        1,287             520                 (24)        496                   
             -            (1)                   -         (1)                   
-              -                  53          53                   
             -            999               (404)         595                   
             -           (86)                 174          88                   
             -          (272)                  30        (242)                  
-            641               (200)         441                   
             -          (200)                                                   
             -            441                                                   
(ii) Adjusted operating profit statement - segment information year ended       
31 December 2007                                                                
                                                          Europe                
                                                   UK     Nordic      ELAM      
Revenue                                                                         
Gross earned premiums                              129         73        28     
Outward reinsurance                               (66)        (3)       (3)     
Net earned premiums                                 63         70        25     
Investment return (non-banking)                  1,565        349        50     
Banking interest and similar income                  -        211         -     
Banking trading, investment and similar income       -          3         -     
Fee and commission income, and income from                                      
service activities                                 706        184       295     
Other income                                        15         17         1     
Inter-segment revenues                              82         92        44     
Total revenues                                   2,431        926       415     
Expenses                                                                        
Claims and benefits (including change in                                        
insurance contract provisions)                    (79)       (46)      (26)     
Reinsurance recoveries                              47          1         2     
Net claims and benefits incurred                  (32)       (45)      (24)     
Change in investment contract liabilities      (1,525)      (293)      (33)     
Losses on loans and advances                         -        (3)         -     
Finance costs                                        -          -         -     
Banking interest payable and similar expenses        -      (125)         -     
Fee and commission expenses, and other                                          
acquisition costs                                (327)       (35)     (131)     
Other operating and administrative expenses      (325)      (223)     (149)     
Goodwill impairment                                  -          -         -     
Change in third party interest in consolidated                                  
funds                                                -          -         -     
Amortisation of PVIF and other acquired                                         
intangibles                                          -          -         -     
Income tax attributable to policyholder returns     42       (39)         -     
Inter-segment expenses                            (91)       (98)      (48)     
Total expenses                                 (2,258)      (861)     (385)     
Share of associated undertakings`                                               
profit/(loss) after tax                              -          -         -     
Profit on disposal of subsidiaries, associated                                  
undertakings and strategic                                                      
investments                                          -          -         -     
Adjusted operating profit/(loss) before tax                                     
and minority interests                             173         65        30     
Tax expense                                       (43)       (10)      (15)     
Minority interests                                   -          -       (1)     
Adjusted operating profit/(loss) after tax and                                  
minority interests                                 130         55        14     
Adjusting items net of tax and minority                                         
interests                                         (13)       (69)      (14)     
Profit/(loss) after tax attributable to equity                                  
holders of the parent                              117       (14)         -     
                                                            South Africa        
                                                          OMSA     Nedbank      
Revenue                                                                         
Gross earned premiums                                     1,474           -     
Outward reinsurance                                        (39)           -     
Net earned premiums                                       1,435           -     
Investment return (non-banking)                           3,006           -     
Banking interest and similar income                           -       2,979     
Banking trading, investment and similar income                -         167     
Fee and commission income, and income from service                              
activities                                                  209         529     
Other income                                                100          65     
Inter-segment revenues                                      190          39     
Total revenues                                            4,940       3,779     
Expenses                                                                        
Claims and benefits (including change in insurance                              
contract provisions)                                    (2,842)           -     
Reinsurance recoveries                                       38           -     
Net claims and benefits incurred                        (2,804)           -     
Change in investment contract liabilities                 (768)           -     
Losses on loans and advances                                  -       (154)     
Finance costs                                                 -           -     
Banking interest payable and similar expenses                 -     (1,928)     
Fee and commission expenses, and other acquisition costs  (148)           -     
Other operating and administrative expenses               (533)       (977)     
Goodwill impairment                                           -           -     
Change in third party interest in consolidated funds          -           -     
Amortisation of PVIF and other acquired intangibles           -           -     
Income tax attributable to policyholder returns            (62)           -     
Inter-segment expenses                                    (139)        (75)     
Total expenses                                          (4,454)     (3,134)     
Share of associated undertakings` profit/(loss) after                           
tax                                                          11           8     
Profit on disposal of subsidiaries, associated                                  
undertakings and strategic                                                      
investments                                                   -           -     
Adjusted operating profit/(loss) before tax and                                 
minority interests                                          497         653     
Tax expense                                               (128)       (173)     
Minority interests                                          (6)       (252)     
Adjusted operating profit/(loss) after tax and minority                         
interests                                                   363         228     
Adjusting items net of tax and minority interests           121          23     
Profit/(loss) after tax attributable to equity holders                          
of the parent                                               484         251     
(ii) Adjusted operating profit statement - segment information year ended 31    
December 2007 continued                                                         
                                  United States                                 
                                                          Other operating       
        M&F    Rest of Africa    US Life         USAM            segments       
625               89      3,148              -                  -       
        (92)              (2)       (88)             -                  -       
        533               87      3,060              -                  -       
         60               77        774             13                  8       
-                -          -              -                  -       
          -                -          -              -                  -       
         18                5          -            570                 42       
          -                -          9             12                  3       
33                3          -             12                 17       
        644              172      3,843            607                 70       
       (390)           (139)     (3,671)             -                  -       
         52                1         95              -                  -       
(338)           (138)     (3,576)             -                  -       
          -                1          -              -                  -       
          -                -          -              -                  -       
          -                -          -              -              (119)       
-                -          -              -                  -       
       (128)              (5)      (102)           (10)              (11)       
                                                                     (74)       
        (53)              (6)       (54)          (435)                         
-                -          -              -                  -       
          -                -          -              -                  -       
          -                -          -              -                  -       
          -               (1)         -              -                  -       
(36)              (8)        (13)            -                (4)       
       (555)           (157)      (3,745)         (445)             (208)       
          -                -           -             -               (20)       
          -                -           -             -                 -        
89               15          98           162              (158)       
        (28)              (1)        (33)         (27)                40        
        (20)               -           -             -               (13)       
         41               14          65           135              (131)       
2                1         (49)            8                48        
         43               15          16           143               (83)       
                                                           GBPm                 
                       Adjusted                            IFRS                 
operating profit                          Income                 
Consolidation   Total reportable      Adjusting items  statement                
 adjustments           segments             (Note 4)   Restated                 
           -              5,566                   -       5,566                 
-               (293)                  -       (293)                 
           -              5,273                   -       5,273                 
         211              6,113                 205       6,318                 
           -              3,190                   -       3,190                 
-                170                   -         170                 
           -              2,558                 (83)      2,475                 
          23                245                   -         245                 
        (512)                 -                   -           -                 
(278)            17,549                 122      17,671                 
            -            (7,193)                  -      (7,193)                
            -               236                   -         236                 
            -            (6,957)                  -      (6,957)                
-            (2,618)                  -      (2,618)                
            -              (157)                  -        (157)                
            -              (119)                 69         (50)                
            -            (2,053)                  -      (2,053)                
(70)             (967)                189        (778)                
           (8)           (2,837)                 24      (2,813)                
            -                 -                  (3)         (3)                
        (156)              (156)                  -        (156)                
-                 -                (360)       (360)                
            -               (60)                 60            -                
         512                   -                  -            -                
         278            (15,924)                (21)    (15,945)                
-                (1)                  -          (1)                
            -                  -                 25           25                
            -              1,624                126        1,750                
            -              (418)               (86)        (504)                
-              (292)                 18        (274)                
            -                914                 58          972                
            -                 58                                                
            -                972                                                
(iii) Gross earned premiums                                                     
                                                          Europe                
Year ended 31 December 2008                         UK     Nordic      ELAM     
Long-term business-insurance contracts             131         92        92     
Long-term business-investment contracts with                                    
discretionary                                                                   
participation features                               -          -         -     
General insurance                                    -          -         -     
Gross earned premiums                              131         92        92     
Long- term business-other investment contracts                                  
recognised  as deposits                          4,892        976     1,052     
                                                            South Africa        
Year ended 31 December 2008                                OMSA     Nedbank     
Long-term business-insurance contracts                    1,111           -     
Long-term business-investment contracts                                         
with discretionary participation features                   476           -     
General insurance                                             -           -     
Gross earned premiums                                     1,587           -     
Long- term business-other investment                                            
contracts recognised as deposits                          1,358           -     
Europe                 South Africa        
Year ended 31 December 2007   UK     Nordic      ELAM      OMSA     Nedbank     
Long-term                                                                       
business-insurance                                                              
contracts                    129         73        28     1,011           -     
Long-term                                                                       
business-investment                                                             
contracts with                                                                  
discretionary                                                                   
participation features         -          -         -       463           -     
General insurance              -          -         -         -           -     
Gross earned premiums        129         73        28     1,474           -     
Long- term business-other                                                       
investment contracts                                                            
recognised                                                                      
as deposits                6,335        694     1,421     1,293           -     
(iv) Impairments on financial assets                                            
                                      Europe                South Africa        
Year ended 31 December 2008    UK     Nordic     ELAM      OMSA     Nedbank     
Impairment losses               -          5        -         -         315     
Europe                 South Africa        
Year ended 31 December 2007    UK     Nordic     ELAM      OMSA     Nedbank     
Impairment losses               -          2        -         5         154     
(v) Funds under management                                                      
Europe                South Africa        
As at 31 December 2008       UK     Nordic      ELAM       OMSA     Nedbank     
Long-term business                                                              
policyholder funds       26,889      6,605     5,297     20,048         425     
Unit trusts and mutual                                                          
funds                     7,108      1,000     4,291      3,613       2,617     
Third party client funds      -          -         -      8,613       3,375     
Total client funds under                                                        
management               33,997      7,605     9,588     32,274       6,417     
Shareholder funds           885        418       311      1,596           -     
Total funds under                                                               
management               34,882      8,023     9,899     33,870       6,417     
Europe                  South Africa        
As at 31 December 2007       UK     Nordic      ELAM       OMSA     Nedbank     
Long-term business                                                              
policyholder funds       31,735      7,595     5,344     21,784         430     
Unit trusts and mutual                                                          
funds                     9,211      1,182     4,023      3,918       2,775     
Third party client funds      -          -         -      6,945       3,335     
Total client funds under                                                        
management               40,946      8,777     9,367     32,647       6,540     
Shareholder funds           915        315       224      1,846           -     
Total funds under                                                               
management               41,861      9,092     9,591     34,493       6,540     
United States                 Other         GBPm  
     M&F  Rest of Africa   US Life          USAM                         Total  
       -              37     2,599                -             -        4,062  
       -              48         -                -             -          524  
570               -         -                -             -          570  
     570              85     2,599                -             -        5,156  
        -             33       230                -             -        8,541  
                              United States                 Other         GBPm  
M &F  Rest of Africa   US Life            USAM                       Total  
       -              37     3,148                -             -        4,426  
       -              52         -                -             -          515  
                       -                                                        
625                         -                -             -          625  
                      89                                                        
     625                     3,148                -             -        5,566  
       -              22       177                -             -        9,942  
United States                Other          GBPm  
    M &F  Rest of Africa   US Life            USAM                       Total  
       -               -       414               -             -           734  
                                        United States      Other          GBPm  
M &F  Rest of Africa   US Life            USAM                       Total  
       -               -        32               -             -           193  
                              United States                  Other        GBPm  
          Rest of Africa    US Life            USAM                      Total  
M&F                                                                        
       -             253      2,642          13,623             193     75,975  
       -               -          -           3,127           1,859     23,615  
       -             228          -         147,956           1,484    161,656  
-             481      2,642         164,706           3,536    261,246  
     145              36          -             177               -      3,568  
     145             517      2,642         164,883           3,536    264,814  
                              United States                   Other       GBPm  
M &F  Rest of Africa    US Life            USAM                      Total  
       -             255      2,368          12,454             122     82,087  
       -               -          -           5,260           2,535     28,904  
       -             237          -         149,850           3,833    164,200  
-             492      2,368         167,564           6,490    275,191  
     136              60          -             191               -      3,687  
     136             552      2,368         167,755           6,490    278,878  
(vi) Balance sheet - segment information year ended 31 December 2008            
Europe                  South Africa      
At 31 December 2008          UK     Nordic      ELAM       OMSA     Nedbank     
Assets                                                                          
Goodwill and other                                                              
intangible assets         1,609      1,183     1,138         28         425     
Goodwill                    644        222       574         24         308     
Present value of                                                                
acquired in-force                                                               
business                    713        742       375          -           -     
Software development         22          1         6          4         117     
Other intangibles           230        218       183          -           -     
Mandatory reserve                                                               
deposits with central                                                           
banks                         -          -         -          -         734     
Property, plant and                                                             
equipment                    23          4        17        254         316     
Investment property           2          -         1      1,273          15     
Deferred tax assets         166         78        51         65          25     
Investments in                                                                  
associated undertakings                                                         
and joint ventures            -          -         -         26          75     
Deferred acquisition                                                            
costs                       639         34       315        102           2     
Insurance contracts          24          2        25          -           -     
Investment contracts        552         32       282         92           -     
Asset management             63          -         8         10           2     
Reinsurers` share of                                                            
long-term business                                                              
policyholder liabilities    607         13         5          6           9     
Insurance contracts          42         10         3          6           9     
Unit-linked investment                                                          
contracts and similar                                                           
contracts                   551          -         -          -           -     
Outstanding claims           14          3         2          -           -     
Reinsurers` share of                                                            
general insurance                                                               
liabilities                   -          -         -          -           -     
Deposits held with                                                              
reinsurers                    -        121         -          -           -     
Loans and advances          116      3,846        25         49      31,634     
Policyholder loans          116          -        24         49           -     
Other loans and advances      -      3,846         1          -      31,634     
Investments and                                                                 
securities               27,167      7,595     5,389     21,700       5,043     
Government and                                                                  
government-guaranteed                                                           
securities                  163        214       610      3,631       2,255     
Listed other debt                                                               
securities, preference                                                          
shares and debentures         2        813        41      1,781       2,172     
Unlisted other debt                                                             
securities, preference                                                          
shares and debentures         -          -        67      2,106           -     
Listed equity securities      1          -         1      6,678          38     
Unlisted equity                                                                 
securities                   23         12         9        873         152     
Listed pooled investments   638        155        11        283         426     
Unlisted pooled                                                                 
investments              26,340      6,401     4,650      4,233           -     
Short-term funds and                                                            
securities treated as                                                           
investments                   -          -         -      2,114           -     
Other securities              -          -         -          1           -     
Current tax receivable       80          -         8          3          25     
Client indebtedness for                                                         
acceptances                   -          -         -          -         220     
Other assets                178        138       125        433         486     
Derivative financial                                                            
instruments - assets          -          -         -      1,614       1,627     
Cash and cash equivalents   202        372       183         97         631     
Non-current assets                                                              
held-for-sale                 -          -         -          7           -     
Inter-segment assets        163        264        89      1,308          19     
Total assets             30,952     13,648     7,346     26,965      41,286     
(vi) Balance sheet - segment information year ended 31 December 2008 continued  
                                 United States                                  
M&F  Rest of Africa      US Life          USAM                           
        29             4            137         1,305                           
        10             4              -         1,271                           
         -             -            120             -                           
19             -             17             1                           
         -             -              -            33                           
         -             -              -             -                           
        24            13              1            26                           
-             8              -             -                           
         8             -          1,036           158                           
         -             -              -             -                           
        15             3          2,041            40                           
15             -          2,041             -                           
         -             3              -             -                           
         -             -              -            40                           
         -             -            508             -                           
-             -            480             -                           
         -             -              -             -                           
         -             -             28             -                           
       115             -              -             -                           
3             -             40             -                           
         2            10             62             -                           
         -            10             61             -                           
         2             -              1             -                           
322           626         13,960           177                           
         -            64             97             -                           
         1             9          7,555             -                           
         2             7          2,690             -                           
67           253              -             -                           
         5            11            118             -                           
        36           128          2,093           135                           
         -             -             18            42                           
211           150          1,389             -                           
         -             4              -             -                           
         -             -              -             -                           
         -             -              -             -                           
68            10          1,041           139                           
         -             -             57             -                           
        56             4             11           220                           
         -             -              -             -                           
46            14            423            99                           
       688           692         19,317         2,164                           
                                        GBPm                                    
                                       Total                                    
Other operating   Consolidation  reportable                                    
      segments       adjustments    segments                                    
            24               -        5,882                                     
            24               -        3,081                                     
-               -        1,950                                     
             -               -          187                                     
             -               -          664                                     
             -               -          734                                     
4               -          682                                     
             -             179        1,478                                     
             3               -        1,590                                     
            10               -          111                                     
8               -        3,199                                     
             -               -        2,107                                     
             -               -          961                                     
             8               -          131                                     
-               -        1,148                                     
             -               -          550                                     
             -               -          551                                     
             -               -           47                                     
-               -          115                                     
             -               -          164                                     
             1               -       35,745                                     
             -               -          260                                     
1               -       35,485                                     
            88           1,455       83,522                                     
             -           1,942        8,976                                     
             -           1,695       14,069                                     
-             175        5,047                                     
             -           7,938       14,976                                     
             -               -        1,203                                     
             -           1,310        5,215                                     
-         (11,853)      29,831                                     
             -             125        3,989                                     
            88             123          216                                     
             2               -          118                                     
-               -          220                                     
           100             419        3,137                                     
           226           1,109        4,633                                     
            89             997        2,862                                     
-               -            7                                     
         1,632         (4,057)            -                                     
         2,187            102       145,347                                     
(vi) Balance sheet - segment information year ended 31 December 2008 continued  
Europe                 South Africa      
At 31 December 2008          UK     Nordic      ELAM       OMSA     Nedbank     
Liabilities                                                                     
Long-term business                                                              
policyholder liabilities 27,327      6,884     5,348     22,569         426     
Insurance contracts         157         71       700     10,310           -     
Unit-linked investment                                                          
contracts and similar                                                           
contracts                27,154      6,704     4,641      6,525           -     
Other investment                                                                
contracts                     -          -         -        105         426     
Discretionary                                                                   
participating investment                                                        
contracts                     -          -         -      5,428           -     
Outstanding claims           16        109         7        201           -     
General insurance                                                               
liabilities                   -          -         -          -           -     
Third party interests in                                                        
consolidated funds            -          -         -          -           -     
Borrowed funds                1          -         -        237         960     
Senior debt securities        1          -         -          -           -     
Mortgage backed                                                                 
securities                    -          -         -          -         104     
Subordinated debt                                                               
securities                    -          -         -        237         856     
Provisions                   22        203        15        126           1     
Deferred revenue            401          3       155         22           -     
Long-term business          320          3       149         16           -     
Asset management             81          -         6          6           -     
General insurance             -          -         -          -           -     
Deferred tax liabilities    221         93       212        172         162     
Current tax payable          26         22         3         96          18     
Other liabilities           508        198       173        826         747     
Liabilities under                                                               
acceptances                   -          -         -          -         220     
Amounts owed to bank                                                            
depositors                    -      4,622         -          -      33,549     
Derivative financial                                                            
instruments -                                                                   
liabilities                   1          -         -      1,436       1,731     
Non-current liabilities                                                         
held-for-sale                 -          -         -          6           -     
Inter-segment liabilities   185        174       406         26         427     
Total liabilities        28,692     12,199     6,312     25,516      38,241     
Net assets                2,260      1,449     1,034      1,449       3,045     
Equity                                                                          
Equity attributable to                                                          
equity holders of the                                                           
parent                    2,260      1,449     1,034      1,441       1,717     
Minority interests            -          -         -          8       1,328     
Minority interests -                                                            
ordinary shares               -          -         -          8       1,081     
Minority interests -                                                            
preference shares             -          -         -          -         247     
Total equity              2,260      1,449     1,034      1,449       3,045     
The net assets of South African businesses are stated after eliminating         
investments in Group equity and debt instruments of GBP236 million (2007:       
GBP493 million) held in policyholder funds. These include investments in the    
Company`s ordinary shares and subordinated liabilities and preferred securities 
issued by the Group`s banking subsidiary Nedbank Limited. All South Africa debt 
relates to long-term business. All other debt relates to other shareholders`    
net assets.                                                                     
(vi) Balance sheet - segment information year ended 31 December 2008 continued  
                                 United States                                  
M& F   Rest of Africa      US Life        USAM                           
         -             593       18,122              -                          
         -             238       16,630              -                          
         -             137            -              -                          
-               -        1,434              -                          
         -             218            -              -                          
         -               -           58              -                          
       344               -            -              -                          
-               -            -              -                          
         -               -            -              -                          
         -               -            -              -                          
         -               -            -              -                          
-               -            -              -                          
        21               2            -              3                          
         8               1            -              -                          
         -               1            -              -                          
-               -            -              -                          
         8               -            -              -                          
         2               -          578              -                          
         2               1            4              8                          
71               5          276            299                          
         -               -            -              -                          
         -               -            -              -                          
         -               -            -              -                          
-               -            -              -                          
       (1)               5            4          1,452                          
       447             607       18,984          1,762                          
       241              85          333            402                          
193              85          333            365                          
        48               -            -             37                          
        48               -            -             37                          
         -               -            -              -                          
241              85          333            402                          
                                         GBPm                                   
                                        Total                                   
Other operating     Consolidation   reportable                                  
segments       adjustments     segments                                   
            -                -         81,269                                   
            -                -         28,106                                   
            -                -         45,161                                   
-                -          1,965                                   
            -                -          5,646                                   
            -                -            391                                   
            -                -            344                                   
-            2,591          2,591                                   
        1,097                -          2,295                                   
          556                -            557                                   
            -                -            104                                   
541                -          1,634                                   
           84                -            477                                   
            8                -            598                                   
            -                -            489                                   
8                -            101                                   
            -                -              8                                   
           12                -          1,452                                   
           39                -            219                                   
165              465          3,733                                   
            -                -            220                                   
            -                -         38,171                                   
          124            1,103          4,395                                   
-                -              6                                   
        1,379          (4,057)              -                                   
        2,908              102        135,770                                   
        (721)                -          9,577                                   
(1,140)                -          7,737                                   
          419                -          1,840                                   
         (27)                -          1,147                                   
          446                -            693                                   
(721)                -          9,577                                   
(vi) Balance sheet - segment information year ended 31 December 2007            
                                     Europe                 South Africa        
At 31 December 2007          UK     Nordic      ELAM       OMSA     Nedbank     
Assets                                                                          
Goodwill and other                                                              
intangible assets         1,716      1,180       939         26         420     
Goodwill                    639        196       436         14         320     
Present value of                                                                
acquired in-force                                                               
business                    794        760       338          -           -     
Software development         24          1         4         12         100     
Other intangibles           259        223       161          -           -     
Mandatory reserve                                                               
deposits with central                                                           
banks                         -          -         -          -         615     
Property, plant and                                                             
equipment                    19          5        14        241         291     
Investment property           2          -         1      1,096          13     
Deferred tax assets          40         74        13        106          12     
Investments in                                                                  
associated undertakings                                                         
and joint ventures            -          -         -         25          62     
Deferred acquisition                                                            
costs                       524         15       182         93           1     
Insurance contracts          20          1         3          -           -     
Investment contracts        439         14       175         86           -     
Asset management             65          -         4          7           1     
Reinsurers` share of                                                            
long-term business                                                              
policyholder liabilities    702          8         4          4          13     
Insurance contracts          56          5         2          4          13     
Unit-linked investment                                                          
contracts and similar                                                           
contracts                   636          -         -          -           -     
Outstanding claims           10          3         2          -           -     
Deposits held with                                                              
reinsurers                    -        183         -          -           -     
Loans and advances           64      3,117        19         83      27,360     
Policyholder loans           63          -        15         83           -     
Other loans and advances      1      3,117         4          -      27,360     
Investments and                                                                 
securities               31,964      7,867     5,426     24,394       4,686     
Government and                                                                  
government-guaranteed                                                           
securities                  163        165        44      3,074       1,414     
Listed other debt                                                               
securities, preference                                                          
shares and debentures         -        105        80      1,969       2,660     
Unlisted other debt                                                             
securities, preference                                                          
shares and debentures         -         16         3      2,083           -     
Listed equity securities      1          1         7      9,402          44     
Unlisted equity                                                                 
securities                    1         16         3        680         138     
Listed pooled investments 2,520        197        11        214         430     
Unlisted pooled                                                                 
investments              29,279      7,367     5,278      4,703           -     
Short-term funds and                                                            
securities treated as                                                           
investments                   -          -         -      2,269           -     
Other securities              -          -         -          -           -     
Current tax receivable       45          5         2          4           4     
Client indebtedness for                                                         
acceptances                   -          -         -          -         165     
Other assets                161         63       166        513         611     
Derivative financial                                                            
instruments - assets          -         15         -         43         666     
Cash and cash equivalents   599        202       125        195         763     
Non-current assets                                                              
held-for-sale                 -      1,024         -          2           2     
Inter-segment assets        198        549       137        844         102     
Total assets             36,034     14,307     7,028     27,669      35,786     
(vi) Balance sheet - segment information year ended 31 December 2007 continued  
                                 United States                                  
       M&F  Rest of Africa     US Life           USAM                           
-              4          184            959                           
         -              4           57            932                           
         -              -          116              -                           
         -              -           11             10                           
-              -            -             17                           
         -              -            -              -                           
         -             13            1             17                           
         -              8            -              -                           
-              -          327            106                           
         -              -            -              -                           
         -              3        1,398             24                           
         -              -        1,398              -                           
-              3            -              -                           
         -              -            -             24                           
         -              1          662              -                           
         -              1          646              -                           
-              -            -              -                           
         -              -           16              -                           
         -              -           30              -                           
         -              -           44              -                           
-              -           43              -                           
         -              -            1              -                           
         -            675       11,560            192                           
         -             80          240              -                           
-             15        6,881              -                           
         -              -        2,179              -                           
         -            320            -              -                           
         -             10          115              -                           
-            104        1,656            169                           
         -              -           11             23                           
         -            106          478              -                           
         -             40            -              -                           
-              -            -              -                           
         -              -            -              -                           
         -             13          876            182                           
         -              -           20              -                           
-              5            3            205                           
       595              -            -              -                           
        52             11           46              -                           
       647            733       15,151          1,685                           
GBPm                                    
                                       Total                                    
Other operating     Consolidation  reportable                                   
      segments       adjustments    segments                                    
31                -        5,459                                    
            31                -        2,629                                    
             -                -        2,008                                    
             -                -          162                                    
-                -          660                                    
             -                -          615                                    
             7                -          608                                    
             -              359        1,479                                    
5                -          683                                    
            (6)               -           81                                    
            13                -        2,253                                    
             -                -        1,422                                    
-                -          717                                    
            13                -          114                                    
             -                -        1,394                                    
             -                -          727                                    
-                -          636                                    
             -                -           31                                    
             -                -          213                                    
             -                -       30,687                                    
-                -          204                                    
             -                -       30,483                                    
           155            2,708       89,627                                    
             -            2,054        7,234                                    
-              911       12,621                                    
             -                -        4,281                                    
             -           11,586       21,361                                    
             -                -          963                                    
-              897        6,198                                    
             -         (13,261)       33,400                                    
             -              489        3,342                                    
           155               32          227                                    
23                -           83                                    
             -                -          165                                    
            85              104        2,774                                    
            72              711        1,527                                    
76            1,296        3,469                                    
             -                -        1,623                                    
         2,112          (4,051)            -                                    
         2,573            1,127      142,740                                    
(vi) Balance sheet - segment information year ended 31 December 2007 continued  
                                      Europe                South Africa        
At 31 December 2007          UK     Nordic      ELAM       OMSA     Nedbank     
Liabilities                                                                     
Long-term business                                                              
policyholder liabilities 32,311      7,909     5,371     24,632         430     
Insurance contracts         188         72       103     11,105           -     
Unit-Linked investment                                                          
contracts and similar                                                           
contracts                32,111      7,738     5,263      6,936           -     
Other investment                                                                
contracts                     -          -         -         85         430     
Discretionary                                                                   
participating investment                                                        
contracts                     -          -         -      6,194           -     
Outstanding claims           12         99         5        312           -     
General insurance                                                               
liabilities                   -          -         -          -           -     
Third party interests in                                                        
consolidated funds            -          -         -          -           -     
Borrowed funds               22         20        17        238         845     
Senior debt securities       22         20        17          -           -     
Mortgage backed                                                                 
securities                    -          -         -          -         103     
Subordinated debt                                                               
securities                    -          -         -        238         742     
Provisions                   21        180         5        134          18     
Deferred revenue            345          1        76         23           3     
Long-term business          261          1        72         16           -     
Asset management             84          -         4          7           3     
Deferred tax liabilities    332        111       155        281         128     
Current tax payable          34         15         8        149          29     
Other liabilities           618        219       152        772       2,406     
Liabilities under                                                               
acceptances                   -          -         -          -         165     
Amounts owed to bank                                                            
depositors                    -      3,936         -          -      27,881     
Derivative financial                                                            
instruments -                                                                   
liabilities                   -         21         3        115         840     
Non-current liabilities                                                         
held-for-sale                 -         22         -          2           -     
Inter-segment liabilities   198        579       212         75         379     
Total liabilities        33,881     13,013     5,999     26,421      33,124     
Net assets                2,153      1,294     1,029      1,248       2,662     
Equity                                                                          
Equity attributable to                                                          
equity holders of the                                                           
parent                    2,153      1,294     1,024      1,238       1,520     
Minority interests            -          -         5         10       1,142     
Minority interests -                                                            
ordinary shares               -          -         5         10         885     
Minority interests -                                                            
preference shares             -          -         -          -         257     
Total equity              2,153      1,294     1,029      1,248       2,662     
                                 United States                                  
M&F  Rest of Africa       US Life          USAM                          
         -           602         12,996              -                          
         -           269         11,900              -                          
         -           123              -              -                          
-             -          1,059              -                          
         -           210              -              -                          
         -             -             37              -                          
         -             -              -              -                          
-             -              -              -                          
         -             -              -              -                          
         -             -              -              -                          
         -             -              -              -                          
-             -              -              -                          
         -             3              -              2                          
         -             -              -              -                          
         -             -              -              -                          
-             -              -              -                          
         -             -            401              -                          
         -             1             13            (5)                          
         -            33            555            364                          
-             -              -              -                          
         -             -              -              -                          
         -             -              -              -                          
       396             -              -              -                          
4             2              -          1,638                          
       400           641         13,965          1,999                          
       247            92          1,186          (314)                          
       200            92          1,186          (346)                          
47             -              -             32                          
        47             -              -             32                          
         -             -              -              -                          
       247            92          1,186          (314)                          
GBPm                                      
                                     Total                                      
Other operating  Consolidation   reportable                                     
     segments     adjustments     segments                                      
-                -       84,251                                      
           -                -       23,637                                      
           -                -       52,171                                      
           -                -        1,574                                      
-                -        6,404                                      
           -                -          465                                      
           -                -            -                                      
           -            3,547        3,547                                      
1,211                -        2,353                                      
         402                -          461                                      
           -                -          103                                      
         809                -        1,789                                      
136                -          499                                      
          14                -          462                                      
           -                -          350                                      
          14                -          112                                      
5                -        1,413                                      
          76                -          320                                      
         137              924        6,180                                      
           -                -          165                                      
-                -       31,817                                      
          30              707        1,716                                      
           -                -          420                                      
         964          (4,051)            -                                      
2,573            1,127      133,143                                      
           -                -        9,597                                      
       (400)                -        7,961                                      
         400                -        1,636                                      
(46)                -          933                                      
         446                -          703                                      
           -                -        9,597                                      
4 Operating profit adjusting items                                              
(i) Summary of adjusting items                                                  
In determining the adjusted operating profit of the Group certain adjustments   
are made to profit before tax to reflect the directors` view of the underlying  
long-term performance of the Group. The following table shows an analysis of    
those adjustments from adjusted operating profit to profit before and after     
tax.                                                                            
                                                                     South      
Year ended 31 December 2008                     Notes     Europe                
Africa      
Income/(expense)                                                                
Goodwill impairment and impact of acquisition                                   
accounting                                      4(ii)      (341)          -     
Profit/(loss) on disposal of subsidiaries,                                      
associated                                                                      
undertakings and strategic investments         4(iii)         72       (20)     
Short-term fluctuations in investment return    4(iv)        145      (239)     
Investment return adjustment for Group equity                                   
and                                                                             
debt instruments held in life funds              4(v)          -        234     
Dividends declared to holders of perpetual                                      
preferred                                                                       
callable securities                             4(vi)          -          -     
US Asset Management equity plans and minority                                   
holders                                       4(viii)          -          -     
Credit-related fair value gains on Group debt                                   
instruments                                     4(ix)          -         14     
Total adjusting items                                      (124)       (11)     
Tax on adjusting items                         5(iii)         41         45     
Minority interest in adjusting items           6(iii)          -         37     
Total adjusting items after tax and minority                                    
interests                                                   (83)         71     
                                                                      GBPm      
United                            
Year ended 31 December 2008                                Other      Total     
                                              States                            
Income/(expense)                                                                
Goodwill impairment and impact of acquisition                                   
accounting                                       (96)        (1)      (438)     
Profit/(loss) on disposal of subsidiaries,                                      
associated                                                                      
undertakings and strategic investments              1          -         53     
Short-term fluctuations in investment return    (476)          -      (570)     
Investment return adjustment for Group equity                                   
and                                                                             
debt instruments held in life funds                 -          -        234     
Dividends declared to holders of perpetual                                      
preferred                                                                       
callable securities                                 -         43         43     
US Asset Management equity plans and minority                                   
holders                                             7                     7     
Credit-related fair value gains on Group debt                                   
instruments                                         -        489        503     
Total adjusting items                           (564)        531      (168)     
Tax on adjusting items                              3      (151)       (62)     
Minority interest in adjusting items              (7)          -         30     
Total adjusting items after tax and minority                                    
interests                                       (568)        380      (200)     
                                                                     South      
Year ended 31 December 2007                     Notes     Europe     Africa     
Income/(expense)                                                                
Goodwill impairment and impact of acquisition                                   
accounting                                      4(ii)      (218)        (3)     
Profit/(loss) on disposal of subsidiaries,                                      
associated                                                                      
undertakings and strategic investments         4(iii)         16          1     
Short-term fluctuations in investment return    4(iv)         55        191     
Investment return adjustment for Group equity                                   
and debt instruments held in life funds          4(v)          -         14     
Dividends declared to holders of perpetual                                      
preferred                                                                       
callable securities                             4(vi)          -          -     
Closure of unclaimed shares trusts             4(vii)          -         13     
US Asset Management equity plans and minority                                   
holders                                       4(viii)          -          -     
Credit-related fair value gains on Group debt                                   
instruments                                     4(ix)          -          -     
Total adjusting items                                      (147)        216     
Tax on adjusting items                         5(iii)         51       (98)     
Minority interest in adjusting items           6(iii)          -         29     
Total adjusting items after tax and minority                                    
interests                                                   (96)        147     
                                                                      GBPm      
                                              United                            
Year ended 31 December 2007                    States      Other      Total     
Income/(expense)                                                                
Goodwill impairment and impact of acquisition                                   
accounting                                       (24)          -      (245)     
Profit/(loss) on disposal of subsidiaries,                                      
associated                                                                      
undertakings and strategic investments              8          -         25     
Short-term fluctuations in investment return     (55)          -        191     
Investment return adjustment for Group equity                                   
and                                                                             
debt instruments held in life funds                 -          -         14     
Dividends declared to holders of perpetual                                      
preferred                                                                       
callable securities                                 -         40         40     
Closure of unclaimed shares trusts                  -       (12)          1     
US Asset Management equity plans and minority                                   
holders                                            11          -         11     
Credit-related fair value gains on Group debt                                   
instruments                                         -         29         29     
Total adjusting items                            (60)         57         66     
Tax on adjusting items                             30        (9)       (26)     
Minority interest in adjusting items             (11)          -         18     
Total adjusting items after tax and minority                                    
interests                                        (41)         48         58     
(ii) Goodwill impairment and impact of acquisition accounting                   
In applying acquisition accounting in accordance with IFRS deferred acquisition 
costs and deferred revenue are not recognised. These are reversed in the        
acquisition balance sheet and replaced by goodwill, other intangible assets and 
the value of the acquired present value of in-force business ("acquired PVIF"). 
In determining its adjusted operating profit the Group recognises deferred      
revenue and acquisition costs in relation to policies sold by acquired          
businesses pre-acquisition, and excludes the impairment of goodwill and the     
amortisation of acquired other intangibles and acquired PVIF.                   
Goodwill impairment and acquisition accounting adjustments to adjusted          
operating profit are summarised below:                                          
                                                                      GBPm      
                                      South     United                          
Year ended 31 December                                                          
2008                     Europe       Africa     States     Other     Total     
Amortisation of acquired                                                        
PVIF                                                                            
UK                         (86)            -          -         -      (86)     
Nordic                    (105)            -          -         -     (105)     
ELAM                       (60)            -          -         -      (60)     
US Life                       -            -       (35)         -      (35)     
Amortisation of acquired                                                        
deferred costs and                                                              
revenue                                                                         
UK                           33            -          -         -        33     
Nordic                       22            -          -         -        22     
ELAM                         26            -          -         -        26     
Amortisation of other                                                           
acquired intangible                                                             
assets                                                                          
UK                         (30)            -          -         -      (30)     
Nordic                     (24)            -          -         -      (24)     
ELAM                       (21)            -          -         -      (21)     
Change in acquisition                                                           
balance sheet provisions                                                        
UK                          (8)            -          -         -       (8)     
Nordic                     (76)            -          -         -      (76)     
Goodwill impairment                                                             
Nordic                     (12)            -          -         -      (12)     
US Life                       -            -       (61)         -      (61)     
Other                         -            -          -       (1)       (1)     
(341)            -       (96)       (1)     (438)      
                                                                      GBPm      
                                      South                                     
Year ended 31 December                                                          
2007                     Europe       Africa     United     Other     Total     
                                   Restated     States                          
Amortisation of acquired                                                        
PVIF                                                                            
UK                         (95)            -          -         -      (95)     
Nordic                     (92)            -          -         -      (92)     
ELAM                       (79)            -          -         -      (79)     
US Life                       -            -       (24)         -      (24)     
Amortisation of acquired                                                        
deferred costs and                                                              
revenue                                                                         
UK                           35            -          -         -        35     
Nordic                       20            -          -         -        20     
ELAM                         51            -          -         -        51     
Amortisation of other                                                           
acquired intangible                                                             
assets                                                                          
UK                         (30)            -          -         -      (30)     
Nordic                     (22)            -          -         -      (22)     
ELAM                       (18)            -          -         -      (18)     
Change in acquisition                                                           
balance sheet provisions                                                        
Nordic                       12            -          -         -        12     
Goodwill impairment                                                             
M&F                           -          (3)          -         -       (3)     
                         (218)          (3)       (24)         -     (245)      
Notes to the consolidated financial statements                                  
For the year ended 31 December 2008 continued                                   
4 Operating profit adjusting items continued                                    
(iii) Profit on disposal of subsidiaries, associated undertakings and strategic 
investments On 11 June 2008, ELAM completed the disposal of its controlling     
shareholding in Palladyne, an asset management business, resulting in a profit  
on disposal of GBP17 million.                                                   
Part of the Nordic segment`s banking business, Skandia`s Nordic vehicle finance 
operation, SkandiaBanken Bilfinans, was sold during the six months ended 30     
June 2008, resulting in a profit on disposal of GBP55 million.                  
During 2007, the Nordic segment`s banking subsidiary sold its Danish operation. 
An accounting profit on sale of GBP16 million was recognised. The US Asset      
Management business disposed of its interests in certain affiliate asset        
managers, resulting in a profit on disposal of GBP8 million in 2007.            
The Group has closed its project to develop a direct financial services         
capability in South Africa due to adverse market conditions. Costs relating to  
the closure amounting to GBP25 million have been excluded from the adjusted     
operating profit. OMSA realised a profit of GBP4 million on the sale of its     
administration business and Nedbank recognised a GBP1 million profit in the     
disposal of Bond Choice.                                                        
Profits on the disposal of subsidiaries, associated undertakings and strategic  
investments are analysed below:                                                 
GBPm      
                                                South     United                
Year ended 31 December 2008          Europe     Africa     States     Total     
Nordic                                   55          -          -        55     
ELAM                                     17          -          -        17     
OMSA                                      -       (11)          -      (11)     
Nedbank                                   -          1          -         1     
M&F                                       -       (10)          -      (10)     
USAM                                      -          -          1         1     
                                        72       (20)          1        53      
                                                                      GBPm      
                                                South     United                
Year ended 31 December 2007          Europe     Africa     States     Total     
Nordic                                   16          -          -        16     
Nedbank                                   -          1          -         1     
USAM                                      -          -          8         8     
16          1          8        25      
(iv) Long-term investment return                                                
Profit before tax includes actual investment returns earned on the shareholder  
assets of the Group`s long-term and general insurance businesses. Adjusted      
operating profit is stated after recalculating shareholder asset investment     
returns based on a long-term investment return rate. The difference between the 
actual and the long-term investment returns are short-term fluctuations in      
investment return.                                                              
Long-term rates of return are based on achieved real rates of return            
appropriate to the underlying asset base, adjusted for current inflation        
expectations and consensus economic investment forecasts, and are reviewed      
frequently, usually annually, for appropriateness. These rates of return have   
been selected with a view to ensuring that returns credited to adjusted         
operating profit are consistent with the actual returns expected to be earned   
over the long-term.                                                             
For South Africa long-term business, the return is applied to an average value  
of investible shareholders` assets, adjusted for net fund flows. For US and     
Europe long-term businesses, the return is applied to average investible        
assets.                                                                         
For all businesses mis-matches attributed to the timing of the recognition of   
policyholder tax and related receipts from policyholders are eliminated with    
reference to the historic net gains / (losses) in respect of this item.         
                                                Year ended      Year ended      
                                               31 December     31 December      
Long-term investment rates                             2008            2007     
Europe long-term business                              4.8%            4.9%     
South Africa long-term business                       16.6%           15.6%     
United States long-term business                       5.9%            5.7%     
(iv) Long-term investment return continued                                      
Analysis of short-term fluctuations in investment return                        
At 31 December 2008               UK     Nordic     ELAM     OMSA     M & F     
Long-term investment return       65          1        -      230        60     
Less: Actual shareholder                                                        
investment return                205          5        1       76      (12)     
Short-term fluctuations in                                                      
investment return              (140)        (4)      (1)      154        72     
Hedge losses on Bermuda                                                         
guarantees treated as                                                           
short-term                                                                      
fluctuations                       -          -        -        -         -     
Total short-term fluctuations                                                   
in investment return           (140)        (4)      (1)      154        72     
                                                                      GBPm      
At 31 December 2008                    Rest of Africa     US Life     Total     
Long-term investment return                        11         754     1,121     
Less: Actual shareholder investment return        (2)         484       757     
Short-term fluctuations in investment return       13         270       364     
Hedge losses on Bermuda guarantees                                              
treated as short-term                                                           
fluctuations                                        -         206       206     
Total short-term fluctuations in                                                
investment return                                  13         476       570     
At 31 December 2007              UK     Nordic     ELAM      OMSA     M & F     
Long-term investment return       6          -        1       212        65     
Less: Actual shareholder                                                        
investment return                60          -        2       406        61     
Short-term fluctuations in                                                      
investment return              (54)          -      (1)     (194)         4     
Hedge losses on Bermuda                                                         
guarantees treated as                                                           
short-term                                                                      
fluctuations                      -          -        -         -         -     
Total short-term fluctuations                                                   
in investment return           (54)          -      (1)     (194)         4     
GBPm      
At 31 December 2007                    Rest of Africa     US Life     Total     
Long-term investment return                         9         582       875     
Less: Actual shareholder investment                                             
return                                             10         527     1,066     
Short-term fluctuations in investment                                           
return                                            (1)          55     (191)     
Hedge losses on Bermuda guarantees                                              
treated as short-term                                                           
fluctuations                                        -           -         -     
Total short-term fluctuations in                                                
investment return                                 (1)          55     (191)     
The actual investment return attributable to shareholders for the US long-term  
business reflects total investment income, as a distinction is not drawn        
between shareholder and policyholder funds.                                     
(v) Investment return adjustment for Group equity and debt instrument held in   
life funds Adjusted operating profit includes investment returns on             
policyholder investments in Group equity and debt instruments by the Group`s    
life funds. These include investments in the Company`s ordinary shares, and the 
subordinated liabilities and ordinary securities of the Group`s South Africa    
banking subsidiary. These investment returns are eliminated within the          
consolidated income statement in arriving at profit before tax, but are         
included in adjusted operating profit. In 2008 the investment return adjustment 
decreased adjusted operating profit by GBP234 million (2007: decrease of GBP14  
million).                                                                       
(vi) Dividends declared to holders of perpetual preferred callable securities   
Dividends declared to the holders of the Group`s perpetual preferred callable   
securities were GBP43 million in the year ended 31 December 2008 (2007: GBP40   
million). These are recognised in finance costs on an accruals basis for the    
purpose of determining adjusted operating profit. In the IFRS financial         
statements this cost is recognised in equity.                                   
(vii) Closure of unclaimed shares trusts                                        
During 2006 Old Mutual plc announced that the Old Mutual South Africa Unclaimed 
Shares Trust (UST), together with similar trusts set up in Namibia, Zimbabwe,   
Malawi and Bermuda, would be closed. Proceeds of sale of the Old Mutual plc     
shares held by those trusts were remitted to Old Mutual plc in 2006 and 2007.   
Old Mutual intends to use substantially all of the proceeds realised to         
discharge late claims in cash for a further period of three years (to 31 August 
2009), to fund good causes in the jurisdictions of the trust concerned or to    
enhance benefits for certain specific groups of policyholders of the Group`s    
South African and Namibian life businesses. Provisions are held in this regard. 
During 2007 adjustments were made in respect of the realisation of certain      
foreign exchange losses (GBP14 million) and the remeasurement of certain        
provisions (GBP13 million). Consistent with the original accounting treatment   
in 2006, these amounts have been excluded from adjusted operating profit.       
(viii) US Asset Management equity plans and minority interests                  
During 2007, US Asset Management entered into a number of new long-term         
incentive arrangements with its asset management affiliates.                    
In accordance with IFRS requirements the cost of these schemes is disclosed as  
being attributable to minority interests. However, this is treated as a         
compensation expense in determining adjusted operating profit. The amount       
recognised in relation to this in 2008 was GBP7 million (2007: GBP11 million).  
The Group has issued put options to employees as part of some of its US         
affiliate incentive schemes. The impact of revaluing these instruments is       
recognised in accordance with IFRS, but excluded from adjusted operating        
profit. As at 31 December 2008 these instruments were revalued, the impact of   
which was nil (2007: less than GBP1 million).                                   
(ix) Credit-related fair value gains on Group debt instruments                  
The widening of credit spread of the Group`s debt instruments in the market     
price has resulted in gains of GBP489 million (2007: GBP29 million gain) at     
Group head office and GBP14 million (2007: nil) in Nedbank being recorded in    
the Group`s income statement for those instruments that are recorded at fair    
value.                                                                          
In the directors` view, this gain is not reflective of the underlying           
performance of the Group and will reverse over time. The gain has therefore     
been excluded from adjusted operating profit.                                   
5 Income tax (credit)/expense                                                   
                                                                      GBPm      
(i) Analysis of total income tax (credit)/expense                               
                                                                Year ended      
                                                Year ended     31 December      
                                               31 December            2007      
2008        Restated      
Current tax                                                                     
United Kingdom tax                                                              
Corporation tax                                          93             436     
Double tax relief                                     (145)           (399)     
Overseas tax                                                                    
South Africa                                            264             403     
United States                                             4              26     
Europe                                                   68              73     
Secondary Tax on Companies (STC)                         22              74     
Prior year adjustments                                    1            (25)     
Total current tax                                       307             588     
Deferred tax                                                                    
Origination of temporary differences                  (548)            (66)     
Changes in tax rates/bases                              (1)            (13)     
Write down/recognition of deferred tax assets           154             (5)     
Total deferred tax                                    (395)            (84)     
Total income tax expense                               (88)             504     
                                                                      GBPm      
(ii) Reconciliation of total income tax                                         
(credit)/expense                                                                
                                                                Year ended      
                                                Year ended     31 December      
                                               31 December            2007      
2008        Restated      
Profit before tax                                       595           1,750     
Tax at standard rate of 28.5% (2007: 30%)               169             525     
Different tax rate or basis on overseas                                         
operations                                             (23)            (20)     
Untaxed and low taxed income                          (218)           (166)     
Disallowable expenses                                     8              90     
Net movement on deferred tax assets not                                         
recognised                                              123            (38)     
Effect on deferred tax of changes in tax rates          (5)            (18)     
STC                                                      53              57     
Income tax attributable to policyholder returns       (169)              51     
Other                                                  (26)              23     
Total income tax (credit)/expense                      (88)             504     
(iii) Income tax on adjusted operating profit                                   
                                                                      GBPm      
Year ended      
                                                Year ended     31 December      
                                               31 December            2007      
                                                      2008        Restated      
Income tax (credit)/expense                            (88)             504     
Tax on adjusting items                                                          
Impact of acquisition accounting                         46              65     
Profit on disposal of subsidiaries, associated                                  
undertakings and strategic investments                   12            (10)     
Short-term fluctuations in investment return             35            (37)     
Income tax attributable to policyholders returns        236            (60)     
Secondary Tax on Companies (STC) on dividends                                   
paid                                                      -            (35)     
Tax on dividends declared to holders of                                         
perpetual preferred callable securities                                         
recognised in equity                                   (12)             (9)     
Fair value gains on group debt instruments            (143)               -     
Income tax on adjusted operating profit                  86             418     
6 Minority interests - Income statement                                         
(i) Minority interests - ordinary shares                                        
The minority interest charge to profit for the financial year has been          
calculated on the basis of the Group`s effective ownership of the subsidiaries  
in which it does not own 100 per cent of the ordinary equity. The principal     
subsidiaries where a minority exists are the Group`s banking and general        
insurance businesses in South Africa. For the year ended 31 December 2008 the   
minority interest attributable to ordinary shares was GBP188 million (2007:     
GBP224 million).                                                                
(ii) Minority interests - preferred securities                                  
GBPm      
                                                        At              At      
                                               31 December     31 December      
                                                      2008            2007      
R2,000 million non-cumulative preference shares          14              13     
R792 million non-cumulative preference shares             5               5     
R300 million non-cumulative preference shares             1               1     
US$750 million cumulative preferred securities           32              30     
R364 million non-cumulative preference shares             2               1     
Minority interest - preferred securities                 54              50     
(iii) Minority interests - adjusted operating                                   
profit                                                                          
The following table reconciles minority interests` share of profit for the      
financial year to minority interests` share of adjusted operating profit:       
                                                                      GBPm      
                                                Year ended      Year ended      
31 December     31 December      
Reconciliation of minority interests share of                                   
profit for the financial year                          2008            2007     
The minority interest charge is analysed as                                     
follows:                                                                        
Minority interest - ordinary shares                     188             224     
Goodwill impairment and impact of acquisition                                   
accounting                                                -               -     
Profit on disposal of subsidiaries, associated                                  
undertakings and strategic investments                    2               -     
Short-term fluctuations in investment return             11               -     
Income attributable to Black Economic                                           
Empowerment trusts of listed subsidiaries                30              29     
Fair value gains on group debt instruments              (6)               -     
Income attributable to US Asset Management                                      
minority holdings                                       (7)            (11)     
Minority interest share of adjusted operating                                   
profit                                                  218             242     
The Group uses revised weighted average effective ownership interests when      
calculating the minority interest applicable to the adjusted operating profit   
of its South Africa banking and general insurance businesses. This reflects the 
legal ownership of these businesses following the implementation for Black      
Economic Empowerment (BEE) schemes in 2005. In accordance with IFRS accounting  
rules the shares issued for BEE purposes are deemed to be, in substance,        
options. Therefore the effective ownership interest of the minorities reflected 
in arriving at profit after tax in the consolidated income statement is lower   
than that applied in arriving at adjusted operating profit after tax. In 2008   
the increase in adjusted operating profit attributable to minority interests as 
a result of this was GBP30 million (2007: GBP29 million).                       
7 Earnings and earnings per share                                               
(i) Basic and diluted earnings per share                                        
Basic earnings per share is calculated by dividing the profit for the financial 
year attributable to ordinary equity shareholders by the weighted average       
number of ordinary shares in issue during the year excluding own shares held in 
policyholder funds, ESOP trusts, Black Economic Empowerment trusts and other    
related undertakings.                                                           
GBPm      
                                                Year ended      Year ended      
                                               31 December     31 December      
                                                      2008            2007      
Profit for the financial year attributable to                                   
equity holders of the parent                            441             972     
Dividends declared to holders of perpetual                                      
preferred callable securities                          (31)            (31)     
Profit attributable to ordinary equity holders          410             941     
Total dividends declared to holders of perpetual preferred callable securities  
of GBP43 million in 2008 (2007: GBP40 million) are stated net of tax credits of 
GBP12 million (2007: GBP9 million).                                             
Millions      
                                                Year ended      Year ended      
                                               31 December     31 December      
                                                      2007            2007      
Weighted average number of ordinary shares in                                   
issue                                                 5,294           5,492     
Shares held in charitable foundations                  (19)            (20)     
Shares held in ESOP trusts                             (45)            (61)     
Adjusted weighted average number of ordinary                                    
shares                                                5,230           5,411     
Shares held in life funds                             (240)           (282)     
Shares held in Black Economic Empowerment trusts      (235)           (235)     
Weighted average number of ordinary shares            4,755           4,894     
Basic earnings per ordinary share (pence)               8.6            19.2     
Diluted earnings per share recognises the dilutive impact of share options held 
in ESOP trusts and Black Economic Empowerment trusts which are currently in the 
money in the calculation of the weighted average number of shares, as if the    
relevant shares were in issue for the full period.                              
                                                                  Millions      
                                                Year ended      Year ended      
31 December     31 December      
                                                      2008            2007      
Weighted average number of ordinary shares            4,755           4,894     
Adjustments for share options held by ESOP                                      
trusts                                                   61              63     
Adjustments for shares held in Black Economic                                   
Empowerment trusts                                      235             235     
                                                     5,051           5,192      
Diluted earnings per ordinary share (pence)             8.1            18.1     
(ii) Adjusted operating earnings per ordinary share                             
Adjusted operating earnings per ordinary share is determined based on adjusted  
operating profit. Adjusted operating profit represents the directors` view of   
the underlying performance of the Group. For long-term and general insurance    
business adjusted operating profit is based on a long-term investment return,   
includes investment returns on life funds` investments in Group equity and debt 
instruments and is stated net of income tax attributable to policyholder        
returns. For the US Asset Management business it includes compensation costs in 
respect of certain long- term incentive schemes defined as minority interests   
in accordance with IFRS. For all businesses, adjusted operating profit excludes 
goodwill impairment, the impact of acquisition accounting, revaluations of put  
options related to long-term incentive schemes, the impact of closure of        
unclaimed shares trusts, profit/(loss) on disposal of subsidiaries, associated  
undertakings and strategic investments, dividends declared to holders of        
perpetual preferred callable securities, income/(expense) from closure of       
unclaimed shares trusts and fair value gains/(losses) on Group debt             
instruments.                                                                    
The reconciliation of profit for the financial year to adjusted operating       
profit after tax attributable to ordinary equity holders is as follows:         
GBPm      
                                                Year ended      Year ended      
                                               31 December     31 December      
                                                      2008            2007      
Profit for the financial year attributable to                                   
equity holders of the parent                            441             972     
Adjusting items                                         168            (66)     
Tax on adjusting items                                   62              26     
Minority interest on adjusting items                   (30)            (18)     
Adjusted operating profit after tax                                             
attributable to ordinary equity holders                 641             914     
Adjusted weighted average number of ordinary                                    
shares - (millions)                                   5,230           5,411     
Adjusted operating earnings per ordinary share                                  
- (pence)                                              12.2            16.9     
8 Borrowed funds                                                                
GBPm      
                                                        At              At      
                                               31 December     31 December      
                                     Notes            2008            2007      
Senior debt securities and term loans  8(i)             557             461     
Mortgage backed securities            8(ii)             104             103     
Subordinated debt securities         8(iii)           1,634           1,789     
                                                     2,295           2,353      
Borrowed funds                                                                  
(i) Senior debt securities and term loans                                       
                                                                      GBPm      
                                                        At              At      
31 December     31 December      
                                                      2008            2007      
Floating rate notes 1                                    85             151     
Fixed rate notes 2                                      152              44     
Revolving credit facility 3                             294             161     
Term loan and other loans                                26              26     
Investment fund borrowings                                -              79     
Total senior debt securities and term loans             557             461     
(i) Senior debt securities and term loans continued                             
The maturities of the senior debt securities and term loans are as follows:     
                                                                      GBPm      
                                   Greater than                                 
1 year and                                 
                     Less than        less than      Greater than               
At 31 December 2008      1 year          5 years          5 years     Total     
Floating rate notes          16               69                -        85     
Fixed rate notes             96               56                -       152     
Revolving credit                                                                
facility                      -              294                -       294     
Term loans and other                                                            
loans                        26                -                -        26     
Investment fund                                                                 
borrowings                    -                -                -         -     
Total senior debt                                                               
securities and term                                                             
loan                        138              419                -       557     
At 31 December 2007                                                             
Floating rate notes           -               75               76       151     
Fixed rate notes              -               29               15        44     
Revolving credit                                                                
facility                      -              161                -       161     
Term loans and other                                                            
loans                        17                9                -        26     
Investment fund                                                                 
borrowings                   79                -                -        79     
Total senior debt                                                               
securities and term                                                             
loan                         96              274               91       461     
Senior debt securities and term loan comprise:                                  
1 Floating rate notes                                                           
- GBP7 million note repayable in December 2010, with holders having the option  
to elect for early redemption every 6 months with coupon referenced against 6   
month                                                                           
LIBOR less 0.50 per cent.                                                       
- US$150 million repayable September 2014 at 3 month LIBOR plus 0.63 per cent - 
repaid.                                                                         
- US$50 million repayable September 2011 at 3 month LIBOR plus 0.50 per cent.   
- US$10 million repayable September 2009 at 3 month LIBOR plus 0.35 per cent.   
- SEK100 million repayable March 2009 at 3 month STIBOR plus 0.20 per cent.     
- 22 million repayable January 2010 at 3 month EURIBOR plus 0.35 per cent.      
- SEK50 million repayable March 2010 at 3 month STIBOR plus 0.38 per cent.      
2 Fixed rate notes                                                              
- 30 million Euro bond repayable July 2010, capital and interest swapped into   
fixed rate US Dollars at 5.28 per cent.                                         
- 10 million Euro bond repayable December 2010, capital and interest swapped    
into floating rate US Dollars at 3 month LIBOR plus 0.95 per cent.              
- 20 million Euro bond repayable August 2013, capital and interest swapped into 
floating rate US Dollars at 3 month LIBOR plus 1.30 per cent.                   
- 100 million Euro bond repayable December 2009 at 3.46 per cent                
The total fair value of the swap derivatives associated with the Senior notes   
is GBP11 million (2007: GBP8 million). These are recognised as derivative       
assets.                                                                         
3 Revolving credit facility                                                     
The Group has a GBP1,250 million five-year multi-currency revolving credit      
facility, which had an original maturity date of September 2010. On 18 August   
2007 syndicate banks agreed to extend the maturity date of GBP1,232 million of  
the facility until September 2012. At 31 December 2008 GBP826 million (2007:    
GBP413 million) of this facility was utilised, GBP294 million (2007: GBP161     
million) in the form of drawn debt and GBP532 million (2007: GBP252 million) in 
the form of irrevocable letters of credit.                                      
The Group has a SEK1,000 million revolving credit facility, which has a         
maturity date of 2 July 2009. At 31 December 2008 this facility was undrawn.    
(ii) Mortgage backed securities                                                 
                                                                      GBPm      
                                                        At              At      
                                               31 December     31 December      
2008            2007      
R291 million notes (class A1) repayable 18                                      
November 2039 (11.467 per cent)1                         22              21     
R1.4 billion notes (class A2A) repayable 18                                     
November 2039 (11.817 per cent)1                         73              73     
R98 million notes (class B note) repayable 18                                   
November 2039 (12.067 per cent)1                          5               5     
R76 million notes (class C note) repayable 18                                   
November 2039 (13.317 per cent)1                          4               4     
                                                       104             103      
1 Issued on 10 December 2007 by the Group`s South African banking business and  
are callable on 18 November 2012.                                               
8 Borrowed funds continued                                                      
(iii) Subordinated debt securities                                              
                                                                      GBPm      
                                                        At              At      
31 December     31 December      
                                                      2008            2007      
Banking                                                                         
US$18 million repayable 31 August 2009 (6 month                                 
LIBOR less 1.5 %)1                                       12               9     
R1.5 billion repayable 24 April 2016 (7.85 %)2          108             103     
R1.8 billion repayable 20 September 2018 (9.84%)3       135             135     
R515 million repayable on 4 December 2008                                       
(13.5%)4 - Repaid                                         -              39     
R500 million repayable on 30 December 2010                                      
(8.38 %)5                                                36              34     
R650 million repayable 8 February 2017 (9.03 %)6         49              47     
R1.7 billion repayable 8 February 2019 (8.9 %)7         125             123     
R2.0 billion repayable 6 July 2022 (3 month                                     
JIBAR plus 0.47 %)8                                     150             151     
R500 million repayable 15 August 2012 (3 month                                  
JIBAR plus 0.45 %)9                                      37              37     
R1.0 billion repayable 17 September 2015 (10.54%)10      77              77     
R500 million repayable 14 December 2017 (3                                      
month JIBAR plus 0.70 %)  11                             37              37     
R120 million repayable 14 December 2017 (10.38%)12        9               9     
R487 million repayable 20 November 2018 (15.05%)13       40               -     
R1,265 million repayable 20 November 2018                                       
(JIBAR plus 4.75 %)14                                    94               -     
R300 million repayable on 4 December 2013                                       
(JIBAR + 2.5%)15                                         11               -     
                                                       920             801      
Other                                                                           
R3.0 billion repayable 27 October 2020 (8.9 %)16        219             220     
GBP300 million repayable 21 January 2016 (5.0%)17       239             291     
R250 million preference shares repayable 9 June                                 
2011 18                                                  18              18     
750 million repayable 18 January 2017 (4.5 %)19         303             519     
                                                       779           1,048      
Less: banking subordinated debt securities held                                 
by other Group companies                               (65)            (60)     
Total subordinated liabilities                        1,634           1,789     
The subordinated notes rank behind the claims against the Group depositors and  
other unsecured, unsubordinated creditors. None of the Group`s subordinated     
notes are secured.                                                              
1 This instrument is matched either by advances to clients or covered against   
 exchange rate fluctuations.                                                    
2 Unsecured secondary callable note was issued 24 April 2005 with a call date   
 of 24 April 2011.                                                              
3 Unsecured secondary callable note was issued 20 September 2006 at R1.5        
 billion with a call date of 20 September 2013. On 18 May 2007 an additional    
 R0.3 billion was issued.                                                       
4 Unsecured callable Bonds issued 10 June 2002.                                 
5 Unsecured callable Bonds issued 30 March 2006.                                
6 Unsecured secondary callable note was issued 8 February 2007 with a call date 
 of 8 February 2012.                                                            
7 Unsecured secondary callable note was issued 8 February 2007 at R1.0 billion. 
On 19 March 2007 an additional R0.7 billion was issued.                         
8 Unsecured secondary capital callable note issued 6 July 2007 and has a call   
 date of 6 July 2017.                                                           
9 This bond issued on 15 August 2007 is an unsecured secondary capital callable 
floating rate note with a call date 15 August 2012.                            
10 This bond issued on 17 September 2007 is an unsecured fixed rate note with a 
  term of 13 years (non-call 8).                                                
11 This bond issued on 14 December 2007 is a 10 year (non-call 5) floating rate 
note. After its call date on 14 December 2012 its terms become JIBAR plus     
  1.70 per cent until maturity.                                                 
12 This bond issued on 14 December 2007 is a 10 year (non-call 5) fixed rate    
  note. After its call date its terms become floating 3 month JIBAR plus        
initial margin over mid swaps plus 1.0 per cent until maturity.               
13 This bond issued on 20 May 2008 is a perpetual (non-call 10 year) fixed rate 
  note with a call date on 20 November 2018.                                    
14 This bond issued on 20 May 2008 is a perpetual (non-call 10 year) floating   
rate note with a call date of 20 November 2018.                               
15 This bond issued on 4 December 2008 is a floating rate note with a call date 
  of 4 December 2013.                                                           
16 These bonds have a maturity date of 27 October 2020 and pay a coupon of 8.92 
per cent to 27 October 2015 and 3 month JIBAR plus 1.59 per cent thereafter.   
The Group has the option to repay the bonds at par on 27 October 2015 and at 3  
monthly intervals thereafter.                                                   
17 These bonds, issued on 20 January 2006, have a maturity date of 21 January   
2016 and pay a coupon of 5.0 per cent to 21 January 2011 and 6 month LIBOR    
 plus 1.13 per cent thereafter. The coupon on the bonds was swapped into        
 floating rate of 6 month STIBOR plus 0.50 per cent. The Group has the option   
 to repay the bonds at par on 21 January 2011 and at 6 monthly intervals        
thereafter.                                                                    
18 These preference shares are redeemable on 9 June 2011 and pay a variable     
 cumulative coupon of 61.0 per cent of the Prime Rate as quoted by Nedbank      
  Limited.                                                                      
The Group has the option to redeem the shares at par at any time before the     
final redemption date but after giving an agreed period of notice.              
19 This bond, issued on 16 January 2007, has a maturity date of 18 January 2017 
  and pays a coupon of 4.5 per cent to 17 January 2012 and 6 month EURIBOR plus 
0.96 per cent thereafter. The principal and coupon on the bond were swapped   
  equally into Sterling and US Dollars with coupons of 6 month LIBOR plus       
  0.34 per cent and 6 month US LIBOR plus 0.31 per cent respectively. The Group 
  has the option to repay the bonds at par on 17 January 2012 and at 6 monthly  
intervals thereafter.                                                         
9 Provisions                                                                    
                                                                      GBPm      
                                                        At              At      
31 December     31 December      
                                                      2008            2007      
Surplus property                                         23              29     
Client compensation                                      27              19     
Warranties on sale of business                          111              87     
Liability for long service leave                         38              34     
Provision for donations                                  80              82     
Litigation claims                                        36              64     
Other provisions                                        165             183     
                                                       480             498      
Post employment benefits                                (3)               1     
Total                                                   477             499     
Warranties     Liability for      
                 Surplus           Client     on sale of      long service      
Year ended 31                                                                   
December 2008    property     compensation       business             leave     
Balance at                                                                      
beginning of the                                                                
year                   29               19             87                34     
Unused amounts                                                                  
reversed              (1)              (5)            (5)                 -     
Unwind of                                                                       
discount                1                -              -                 -     
Charge to income                                                                
statement               -                8             22                 4     
Utilised during                                                                 
the year              (7)             (14)            (3)                 1     
Foreign exchange                                                                
and other                                                                       
movements               1               19             10               (1)     
Balance at end                                                                  
of the year            23               27            111                38     
GBPm      
                   Provision for                                                
Year ended 31                                                                   
December 2008           donations     Litigation claims     Other     Total     
Balance at                                                                      
beginning of the year          82                    64       183       498     
Unused amounts                                                                  
reversed                        -                     -      (40)      (51)     
Unwind of discount              -                     -         -         1     
Charge to income                                                                
statement                       -                    37        20        91     
Utilised during the year      (2)                  (74)      (24)     (123)     
Foreign exchange                                                                
and other movements             -                     9        26        64     
Balance at end of                                                               
the year                       80                    36       165       480     
2008 provisions in relation to surplus property amounted to GBP23 million       
(2007: GBP29 million). These relate to the onerous costs of vacant properties   
leased by the Group.                                                            
Provisions in relation to client compensation were GBP27 million (2007: GBP19   
million), primarily relating to possible misselling of guarantee contracts in   
Nordic.                                                                         
Provisions in relation to warranties on the sale of businesses amounted to      
GBP111 million (2007: GBP87 million). These principally relate to the sale of   
American Skandia to Prudential Financial, recognised by the Group on            
acquisition of Skandia in 2006.                                                 
The liability for long service leave of GBP38 million (2007: GBP34 million)     
relates to provision for staff payments for long serving employees.             
The provision for donations is held by OMSA. It relates to the payment of       
charitable donations in future periods to which the Group is committed, out of  
the funds made available on the closure of the Group`s unclaimed shares trusts, 
which were set up as part of the demutualisation in 1999 and closed in 2006.    
At 31 December 2008 provisions in relation to litigation claims amounted to     
GBP36 million (2007: GBP64 million). During the year GBP74 million of the       
provision was utilised, principally in respect of payments made in connection   
with the outcome of the Skandia Liv arbitration. The balance of the provision   
primarily relates to future amounts payable to Skandia Liv in connection with   
the arbitration ruling.                                                         
Where material, provisions are discounted at discount rates specific to the     
risks inherent in the liability. The timing and final amounts of payments in    
respect of some of the provisions, particularly those in respect of litigation  
claims and similar actions against the Group, are uncertain and could result in 
adjustments to the amounts recorded. Of the provisions recorded above, GBP271   
million (2007: GBP420 million) is estimated to be payable after more than one   
year.                                                                           
                                              Warranties     Liability for      
                 Surplus           Client     on sale of      long service      
Year ended 31                                                                   
December 2007    property     compensation       business             leave     
Balance at                                                                      
beginning of the                                                                
year                   41                8            113                30     
Unused amounts                                                                  
reversed              (3)              (1)           (11)                 -     
Unwind of                                                                       
discount                2                -              -                 -     
Charge to income                                                                
statement               -               20              -                 4     
Utilised during                                                                 
the year              (8)              (8)           (15)               (2)     
Foreign exchange                                                                
and other                                                                       
movements             (3)                -              -                 2     
Balance at end                                                                  
of the year            29               19             87                34     
                                                                       GBPm     
                   Provision for                                                
Year ended 31                                                                   
December 2007           donations     Litigation claims     Other     Total     
Balance at                                                                      
beginning of the                                                                
year                          115                    71       151       529     
Unused amounts                                                                  
reversed                        -                   (6)         -      (21)     
Unwind of discount              -                     -         -         2     
Charge to income                                                                
statement                       -                     -        23        47     
Utilised during the                                                             
year                         (33)                     -         -      (66)     
Foreign exchange                                                                
and other movements             -                   (1)         9         7     
Balance at end of                                                               
the year                       82                    64       183       498     
Dividends paid were as follows:                                                 
GBPm      
                                                Year ended      Year ended      
                                               31 December     31 December      
                                                      2008            2007      
2006 Final dividend paid - 4.15p per 10p share            -             218     
2007 Interim dividend paid - 2.3p per 10p share           -             115     
2007 Final dividend paid - 4.55p per 10p share          227               -     
2008 Interim dividend paid - 2.45p per 10p share        125               -     
Dividends to ordinary equity holders                    352             333     
Dividends declared to holders of perpetual                                      
preferred callable securities                            43              40     
Dividend payments for the year                          395             373     
Dividends paid to ordinary equity holders, as above, are calculated using the   
number of shares in issue at the record date, less treasury shares held in ESOP 
trusts, life funds of Group companies, Black Economic Empowerment trusts and    
related undertakings.                                                           
As a consequence of the exchange control arrangements in place in certain       
African territories, dividends to ordinary equity holders on the branch         
registers of those countries (or, in the case of Namibia, the Namibian section  
of the principal register) are settled through Dividend Access Trusts           
established for that purpose.                                                   
In March and November 2008, GBP23 million and GBP20 million respectively were   
declared and paid to holders of perpetual preferred callable securities (March  
2007: GBP22 million and November 2007: GBP18 million).                          
11 Contingent liabilities                                                       
                                                                      GBPm      
                                                        At              At      
                                               31 December     31 December      
2008            2007      
Guarantees and assets pledged as collateral                                     
security                                              1,839           1,489     
Irrevocable letters of credit                           760             426     
Secured lending                                         383           1,052     
Other contingent liabilities                            393             136     
Nedbank structured financing                                                    
Historically a number of the Group`s South Africa banking businesses entered    
into structured finance transactions with third parties using the tax base of   
these companies. Pursuant to the terms of the majority of these transactions,   
the underlying third party has contractually agreed to accept the risk of any   
tax being imposed by the South African Revenue Service (SARS), although the     
obligation to pay in the first instance rests with the Group`s companies. It is 
only in limited cases where, for example, the credit quality of a client        
becomes doubtful, or where the client has specifically contracted out of the    
re-pricing of additional taxes, that the recovery from a client could be less   
than the liability that could arise on assessment, in which case provisions are 
made. SARS has examined the tax aspects of some of these types of structures    
and SARS could assess these structures in a manner different to that initially  
envisaged by the contracting parties. As a result Group companies could be      
obliged to pay additional amounts to SARS and recover these from clients under  
the applicable contractual arrangements.                                        
American Skandia                                                                
The sale of American Skandia to Prudential Financial contained customary        
representations and warranties. The indemnity in respect of this is limited to  
US$1 billion. Investigations by various US regulators have given rise to        
potential settlements and claims in relation to market timing.                  
American Skandia`s exposure to market timing is part of a wider investigation   
of the US industry. The exposure is covered by the aforementioned indemnity     
which also covers the matter of American Skandia`s failure to administer the    
annuitisation provisions contained in certain contracts. This was an            
administrative error made by the American Skandia business between 1996 and     
2003.                                                                           
American Skandia has been provided for in the acquisition accounting            
12 Post balance sheet events                                                    
On 2 March 2009 the Group announced the sale, by its Group subsidiary, OM Group 
(UK) Limited, of the Group`s interests in the Old Mutual Australia group. The   
sale is expected to complete on 6 March 2009.                                   
Old Mutual Market Consistent Embedded Value basis supplementary                 
information                                                                     
For the year ended 31 December 2008                                             
                                                                      GBPm      
                                                Year ended      Year ended      
                                               31 December     31 December      
Statement of earnings on a Group Market                                         
Consistent Embedded Value basis                                                 
                                                      2008            2007      
Europe                                                                          
Covered business                                        505             372     
Asset management                                       (13)              26     
Banking                                                  23              14     
                                                       515             412      
South Africa                                                                    
Covered business                                        463             359     
Asset management                                        102              98     
Banking                                                 545             622     
General insurance                                        76              89     
                                                     1,186           1,168      
United States                                                                   
Covered business                                      (644)              37     
Asset management                                         97             162     
                                                     (547)             199      
Other                                                                           
Covered business                                          -               -     
Asset management                                       (17)               2     
                                                      (17)               2      
Finance costs                                         (140)           (119)     
Other shareholders` expenses                           (19)            (31)     
Adjusted operating Group MCEV earnings before                                   
tax*                                                    978           1,631     
Adjusting items**                                   (2,037)              21     
Total Group MCEV earnings for the financial                                     
year before tax                                     (1,059)           1,652     
Income tax attributable to shareholders                  13           (423)     
Total Group MCEV earnings after tax for the                                     
financial year                                      (1,046)           1,229     
Total Group MCEV earnings for the financial                                     
period attributable to:                                                         
Equity holders of the parent                        (1,284)             952     
Minority interests                                                              
Ordinary shares                                         184             227     
Preferred securities                                     54              50     
Total Group MCEV earnings after tax for the                                     
financial year                                      (1,046)           1,229     
*For long-term business and general insurance businesses, adjusted operating    
MCEV earnings is based on short-term and long-term investment returns           
respectively, includes investment returns on life funds` investments in Group   
equity and debt instruments, and is stated net of income tax attributable to    
policyholder returns. For the US Asset Management business it includes          
compensation costs in respect of certain long-term incentive schemes defined as 
minority interests in accordance with IFRS. For all businesses, adjusted        
operating MCEV earnings excludes goodwill impairment, the impact of acquisition 
accounting, put revaluations related to long-term incentive schemes, the impact 
of closure of unclaimed shares trusts, profit/(loss) on disposal of             
subsidiaries, associated undertakings and strategic investments, dividends      
declared to holders of perpetual preferred callable securities, and fair value  
(profits)/losses on certain Group debt movements.                               
**The breakdown of the adjusting items is detailed in Note 5                    
                                                                      GBPm      
                                                Year ended      Year ended      
31 December     31 December      
Total Group MCEV earnings per share                    2008            2007     
Basic total Group MCEV earnings per ordinary                                    
share                                                (25.7)            18.4     
Weighted average number of shares - millions          4,995           5,176     
Adjusted operating Group MCEV earnings after                                    
tax attributable to ordinary equity holders                                     
Adjusted operating Group MCEV earnings before                                   
tax                                                     978           1,631     
Tax on adjusted operating Group MCEV earnings         (135)           (414)     
Adjusted operating Group MCEV earnings after tax        843           1,217     
Minority interests                                                              
Ordinary shares                                       (214)           (245)     
Preferred securities                                   (54)            (50)     
Adjusted operating Group MCEV earnings                                          
after tax attributable to ordinary equity holders       575             922     
Adjusted operating Group MCEV earnings per                                      
share* (pence)                                         11.0            17.0     
Adjusted weighted average number of shares -                                    
millions                                              5,230           5,411     
* Adjusted operating Group MCEV earnings per share is calculated on the same    
basis as adjusted operating Group MCEV earnings, but is stated after tax and    
minority interests. It excludes income attributable to Black Economic           
Empowerment trusts of listed subsidiaries. The calculation of the adjusted      
weighted average number of shares includes own shares held in policyholders`    
funds and Black Economic Empowerment trusts.                                    
Reconciliation of movements in Group Market Consistent Embedded Value (Group    
MCEV)                                                                           
(after tax)                                                                     
                                                                Year ended      
                                                               31 December      
                                                                      2008      
Covered       Non-covered     Total Group      
                           business MCEV     business IFRS            MCEV      
Opening Group MCEV*                 6,349             1,010           7,359     
Adjusted operating MCEV                                                         
earnings                              133               442             575     
Non-operating MCEV earnings       (2,270)               411         (1,859)     
Total Group MCEV earnings         (2,137)               853         (1,284)     
Other movements in IFRS net                                                     
equity                               (29)             (784)           (813)     
Closing Group MCEV                  4,183             1,079           5,262     
                                                                      GBPm      
                                                                Year ended      
31 December      
                                                                      2007      
                                 Covered       Non-covered     Total Group      
                           business MCEV     business IFRS            MCEV      
Opening Group MCEV*                 6,145               594           6,739     
Adjusted operating MCEV                                                         
earnings                              591               331             922     
Non-operating MCEV earnings          (77)               107              30     
Total Group MCEV earnings             514               438             952     
Other movements in IFRS net                                                     
equity                              (310)              (22)           (332)     
Closing Group MCEV                  6,349             1,010           7,359     
* The Opening Group MCEV for the year ended 31 December 2007 is gross of        
minority interest of GBP29m in Skandia. During 2007 all minority interests were 
purchased.                                                                      
Old Mutual Market Consistent Embedded Value basis supplementary                 
information                                                                     
For the year ended 31 December 2008                                             
                                                                      GBPm      
Components of Group Market Consistent Embedded                                  
Value (Group MCEV)                                                              
                                                         At             At      
                                                31 December     31December      
                                                       2008           2007      
Adjusted net worth attributable to ordinary                                     
equity holders of the parent                           3,462          3,431     
Equity                                                 7,737          7,961     
Adjustment to include long-term business on a                                   
statutory solvency basis:                                                       
Europe                                               (2,749)        (2,581)     
South Africa                                             137            147     
United States                                            151          (621)     
Adjustment for market value of life funds`                                      
investments in Group equity and debt instruments                                
held in life funds                                       173            428     
Adjustment to remove perpetual preferred                                        
callable securities and accrued dividends              (688)          (688)     
Adjustment to exclude acquisition goodwill from                                 
the covered business:                                                           
Europe                                               (1,299)        (1,155)     
United States                                              -           (60)     
Value of in-force business                             1,800          3,928     
Present value of future profits                        2,580          4,583     
Additional time value of financial options and                                  
guarantees                                             (261)          (199)     
Frictional costs                                       (148)          (192)     
Cost of residual non-hedgeable risks                   (371)          (264)     
Group MCEV                                             5,262          7,359     
Group MCEV value per share (pence)                      99.7          136.2     
Return on Group MCEV (RoEV) per annum                   7.8%          13.7%     
Number of shares in issue at the end of the                                     
period less treasury shares - millions                 5,277          5,405     
The adjustments to include long-term business on a statutory solvency basis     
reflect the difference between the net worth of each business on the statutory  
basis (as required by the local regulator) and their portion of the Group`s     
consolidated equity shareholders` funds. In South Africa, these values exclude  
items that are eliminated or shown separately on consolidation (such as         
Nedbank, Mutual & Federal and intercompany loans). For some European            
territories the value excludes the write-off of deferred acquisition costs      
which remain part of adjusted net worth for MCEV purposes.                      
The RoEV is calculated as the adjusted operating Group MCEV earnings after tax  
and minority interests of GBP575 million (year ended 31 December 2007: GBP922   
million) divided by the opening Group MCEV.                                     
Components of adjusted Group Market Consistent Embedded Value (Group MCEV)      
GBPm      
                                                        At              At      
                                               31 December     31 December      
                                                      2008            2007      
Pro forma adjustments to bring Group                                            
investments to market value                                                     
Group MCEV                                            5,262           7,359     
Adjustment to bring listed subsidiaries to                                      
market value                                             68           1,162     
South Africa banking business                            41             956     
South Africa general insurance business                  27             206     
Adjustment for value of own shares in ESOP                                      
schemes*                                                 63             158     
Adjustment for present value of Black Economic                                  
Empowerment scheme deferred consideration               169             191     
Adjustment to bring external debt to market value       645             120     
Adjusted Group MCEV                                   6,207           8,990     
Adjusted Group MCEV per share (pence)                 117.6           166.3     
Number of shares in issue at the end of the                                     
period less treasury shares - millions                5,277           5,405     
* Includes adjustment for value of excess own shares in employee share scheme   
trusts. The movement in value between 31 December 2007 and 31 December 2008 is  
due to the reduction in the Old Mutual plc share price over the year.           
Notes to the Old Mutual Market Consistent Embedded Value basis                  
supplementary information                                                       
For the year ended 31 December 2008                                             
1 Basis of preparation                                                          
The Old Mutual Market Consistent Embedded Value methodology (referred to herein 
and in the supplementary statements on pages 80 to 126 as `MCEV`) adopts Market 
Consistent Embedded Value Principles issued in June 2008 by the CFO Forum (`the 
Principles`) as the basis for the methodology used in preparing the             
supplementary information. The Principles have been fully complied with for all 
businesses as at 31 December 2008, with the exception of the use of an adjusted 
risk free rate due to current market conditions for US Life Onshore business.   
The Group has replaced the European Embedded Value (`EEV`) basis with the MCEV  
basis for the covered business and figures for 31 December 2007 have been       
restated accordingly, and complies fully with all of the Principles.            
The Principles were designed during a period of relatively stable market        
conditions and their application could, in turbulent markets, lead to           
misleading results. In December 2008 the CFO Forum announced that they are      
reviewing the Principles and guidance of the application of these Principles to 
address the notion of market consistency in the current dislocated market       
conditions. The particular areas under review include implied volatilities, the 
cost of residual non-hedgeable risks, the use of swap rates as a proxy for risk 
free reference rates and the effect of liquidity premia. In respect of the 31   
December 2008 disclosure, Old Mutual has made an adjustment to the risk free    
rate used in determining the value of the US Life Onshore business, to take     
account of the liquidity component of corporate bond spreads that is evident in 
the market as at 31 December 2008. The Directors consider this adjustment to be 
necessary so as to ensure a meaningful basis of reporting the value of the      
Group`s life and related businesses. The 31 December 2008 MCEV disclosure in    
respect of all other business units complies fully with the Principles.         
The detailed methodology and assumptions made in presenting this supplementary  
information, including the US adjusted risk free rate for 31 December 2008, are 
set out in notes 2 and 3.                                                       
This supplementary information provides details on the methodology, assumptions 
and results of the MCEV for the Old Mutual Group and includes conversion of     
comparative supplementary information for 2007, previously prepared on the EEV  
basis, to a MCEV basis.                                                         
Throughout the supplementary information the following terminology is used to   
distinguish between the terms `MCEV`, `Group MCEV` and `adjusted Group MCEV`:   
MCEV is a measure of the consolidated value of shareholders` interests in the   
covered business and consists of the sum of the shareholders` adjusted net      
worth in respect of the covered business and the value of the in-force covered  
business.                                                                       
Group MCEV is a measure of the consolidated value of shareholders` interests    
in covered and non-covered business and therefore includes the value of all     
non-covered business at the unadjusted IFRS net asset value detailed in the     
primary financial statements.                                                   
The adjusted Group MCEV, a measure used by the directors to assess the          
shareholders` interest in the value of the Group, includes the impact of        
marking all debt to market value, the market value of the Group`s listed        
banking and general insurance subsidiaries as well as marking the value of      
deferred consideration due in respect of Black Economic Empowerment             
arrangements in South Africa (`the BEE schemes`) to market.                     
The major change in Old Mutual`s overall approach for deriving its MCEV         
compared to the approach adopted for EEV is the allowance for risk. Under MCEV  
a bottom-up allowance is made for financial risks (in particular, asset and     
liability cash flows are valued using risk discount rates consistent with those 
applied to similar cash flows in the capital markets and financial options and  
guarantees are valued using market consistent models calibrated to observable   
market prices) and an explicit allowance is made for the cost of residual non-  
hedgeable risks in the covered business. In contrast, under EEV a top-down      
allowance was made for all risks by means of the risk margin included in the    
single risk discount rate applicable for each geography and the value placed on 
the time value of financial options and guarantees. The MCEV methodology        
therefore makes a more granular allowance for the differences in the risk       
profile of different blocks of business than the EEV methodology.               
Further detailed commentary of the key changes from an EEV to MCEV methodology  
and the impact of the transition from EEV to MCEV reporting on results for the  
financial year ended 31 December 2007 are provided in notes 12 to 18.           
2 Methodology                                                                   
Introduction                                                                    
MCEV represents the present value of shareholders` interests in the earnings    
distributable from assets allocated to the in-force covered business after      
sufficient allowance for the aggregate risks in the covered business and is     
measured in a way that is consistent with the value that would normally be      
placed on the cash flows generated by these assets and liabilities in a deep    
and liquid market. MCEV is therefore a risk-adjusted measure to the extent that 
financial risk is reflected through the use of market consistent techniques in  
the valuation of both assets and distributable earnings and a transparent       
explicit allowance is made for non-financial risks.                             
The MCEV consists of the sum of the following components:                       
 Adjusted net worth, which excludes acquired intangibles and goodwill,          
consisting of:                                                                
- Free surplus allocated to the covered business                                
- Required capital to support the covered business                              
Value of in-force covered business (VIF)                                        
Notes to the Old Mutual Market Consistent Embedded Value basis                  
supplementary information                                                       
For the year ended 31 December 2008                                             
2 Methodology continued                                                         
The adjusted net worth of the covered business is the market value of           
shareholders` assets held in respect of the covered business after allowance    
for the liabilities of the in-force covered business which are dictated by      
local regulatory reserving requirements.                                        
MCEV is calculated net of minority shareholder interests and excludes the value 
of future new business.                                                         
Coverage                                                                        
Covered business includes, where material, any contracts that are regarded by   
local insurance supervisors as long-term life insurance business. This          
generally means that covered business includes all product lines where the      
profits are included in the IFRS long-term business profits in the primary      
Financial Statements.                                                           
For the South African business, healthcare administration business is no longer 
recognised as part of the VIF or value of new business of covered business as   
previously reported under EEV.                                                  
Some types of business are legally written by a life Company, but under IFRS    
this business is classified as asset management because `long-term business`    
only serves as a wrapper. This business continues to be excluded from covered   
business, for example:                                                          
New institutional investment platform pensions business written in the United   
Kingdom as it is more appropriately classified as mutual fund business; and     
Individual unit trusts and some group market-linked business written by the     
asset management Companies in South Africa through the life Company as profits  
from this business arise in the asset management Companies.                     
The treatment within this supplementary information of all business other than  
the covered business is the same as in the primary financial statements, except 
for the adjusted Group MCEV which includes the impact of marking all debt to    
market value, the market value of the Group`s listed banking and general        
insurance subsidiaries as well as marking the value of deferred consideration   
due in respect of Black Economic Empowerment arrangements in South Africa (`the 
BEE schemes`) to market.                                                        
Free surplus                                                                    
Free surplus is the market value of any assets allocated to, but not required   
to support, the covered in-force business. It is determined as the market value 
of any excess assets attributed to the covered business but not backing the     
regulatory liabilities, less the required capital to support the covered        
business.                                                                       
Required capital                                                                
Required capital is the market value of assets that are attributed to support   
the covered business, over and above that required to back statutory            
liabilities for covered business, whose distribution to shareholders is         
restricted. The following capital measures are considered in determining the    
required capital held for covered business so that it reflects the level of     
capital considered by the directors to be appropriate to manage the business:   
Economic capital;                                                               
Regulatory capital (i.e. the level of solvency capital at which the local       
regulators are empowered to take action) with appropriate deductions being made 
for any implicit items that are not allowed by local regulators;                
Capital required by rating agencies in respect of our North American business   
in order to maintain our desired credit rating; and                             
Any other required capital definition to meet internal management objectives.   
Economic capital for the covered business is based upon our own internal        
assessment of risks inherent in the underlying business. It measures capital    
requirements on an economic balance sheet, with MCEV as the available capital,  
consistent with a 99.93 per cent confidence level over a one-year time horizon. 
For Europe and South Africa capital determined with reference to internal       
management objectives is the most onerous and is the capital measure used,      
whereas in the United States the required capital is based on the amount that   
management deems necessary to maintain the desired credit rating for the        
Company. The required capital in respect of the South Africa covered business   
is partially covered by the market value of the Group`s investments in banking  
and general insurance in South Africa. On consolidation these investments are   
shown separately.                                                               
The table below shows the level of required capital expressed as a percentage   
of the minimum local regulatory capital requirements.                           
GBPm                        Total      Europe     South Africa   United States  
31 December 2008                                                                
Required capital (a)        2,025         371            1,070             584  
Regulatory capital (b)      1,293         229              819             245  
Ratio (a/b)                   1.6         1.6              1.3             2.4  
31 December 2007                                                                
Required capital (a)        1,906         323            1,159             424  
Regulatory capital (b)      1,257         226              866             165  
Ratio (a/b)                   1.5         1.4              1.3             2.6  
2 Methodology continued                                                         
VIF                                                                             
Under the MCEV methodology, VIF consists of the following components:           
Present value of future profits (PVFP) from in-force covered business; less     
Time value of financial options and guarantees; less                            
Frictional costs of required capital; less                                      
Cost of residual non-hedgeable risks                                            
Projected liabilities and cash flows are calculated net of outward risk         
reinsurance with allowance for default risk of reinsurance counterparties where 
material.                                                                       
PVFP                                                                            
The PVFP is calculated as the discounted value of future distributable earnings 
(taking account of local statutory reserving requirements) that are expected to 
emerge from the in-force covered business, including the value of renewals of   
in-force business, on a best estimate basis where assumed earned rates of       
return and discount rates are equal to the risk free reference rates. It        
therefore represents a deterministic certainty equivalent valuation of future   
distributable earnings. The certainty equivalent valuation approach is          
described in more detail in note 4. Any limitations on distribution of such     
earnings due to statutory or internal capital requirements are taken into       
account separately in the calculation of frictional costs of required capital.  
PVFP captures the intrinsic and time value of financial options and guarantees  
on in-force covered business which are included in the local statutory reserves 
according to local requirements, but excludes any additional allowance for the  
time value of financial options and guarantees.                                 
Financial options and guarantees                                                
Allowance is made in the MCEV for the potential impact of variability of        
investment returns (i.e. asymmetric impact) on future shareholder cash flows of 
policyholder financial options and guarantees within the in-force covered       
business.                                                                       
The time value of financial options and guarantees describes that part of the   
value of financial options and guarantees that arises from the variability of   
future investment returns on assets to the extent that it is not already        
included in the statutory reserves. The calculations are based on market        
consistent stochastic modelling techniques where the actual assets held at the  
valuation date are used as the starting point for the valuation of such         
financial options and guarantees. Projected cash flows are valued using         
economic assumptions such that they are valued in line with the price of        
similar cash flows that are traded in the capital markets. The time value       
represents the difference between the average value of shareholder cash flows   
under many generated economic scenarios and the deterministic shareholder value 
under the best estimate assumptions for the equivalent business. Closed form    
solutions are also applied in Europe provided the nature of any guarantees is   
not complex.                                                                    
The time value of financial options and guarantees also includes allowance for  
potential burn-through costs on participating business, i.e.                    
the extent to which shareholders are unable to recover a loan made to           
participating funds to meet either regulatory or internal capital management    
requirements or the extent to which reserves are inadequate to cover severely   
adverse experience.                                                             
In the generated economic scenarios allowance is made, where appropriate, for   
the effect of dynamic management and / or policyholder actions in different     
circumstances:                                                                  
Management has some discretion in managing exposure to financial options and    
guarantees, particularly within participating business. Such dynamic management 
actions are reflected in the valuation of financial options and guarantees      
provided that such discretion is consistent with established and justifiable    
practice taking into account policyholders` reasonable expectations (e.g. with  
due consideration of the PPFM for South African business), subject to any       
contractual guarantees and regulatory or legal constraints and has been passed  
through an appropriate approval process by the local Executive team and, where  
applicable, the Board. Assumptions that depend on the market performance (such  
as crediting rates or bonus rates) are set relative to the risk free reference  
rates (subject to contractual guarantees) and assuming that all market          
participants are subjected to the same market conditions.                       
Where credible evidence exists that persistency rates are linked to economic    
scenarios, allowance is made for dynamic policyholder behaviour in response to  
changes in economic conditions.                                                 
Modelled dynamic management and policyholders` actions include the following:   
- Changes in future bonus and crediting rates subject to contractual            
guarantees, including removing all or part of previously declared non-vested    
bonuses where circumstances warrant such action;                                
- Dynamic persistency rates for the United States business and dynamic          
guaranteed annuity option take-up rates for the South African business driven   
by changes in economic conditions and management actions.                       
- Changes in surrender values; and                                              
- Option take-up rates vary stochastically for the South African business to    
the extent that the value of those options change in different economic         
conditions.                                                                     
In determining the time value of financial options and guarantees at least      
1,000 simulations are run to gain comfort that a reasonable degree of           
convergence of results has been obtained. Where deemed appropriate, the number  
of simulations is increased to reduce sampling error.                           
Europe                                                                          
Whilst certain products within the European businesses provide financial        
options and guarantees, these are immaterial due to the predominantly           
unit-linked nature of the business.                                             
Notes to the Old Mutual Market Consistent Embedded Value basis                  
supplementary information                                                       
For the year ended 31 December 2008                                             
2 Methodology continued                                                         
South Africa                                                                    
The time value of the financial options and guarantees mainly relates to        
maturity guarantees and guaranteed annuity options.                             
As required by the applicable Actuarial Society of South Africa guidance note,  
the time value of the financial options and guarantees included in the          
statutory reserves in the South African businesses as at 31 December 2008 has   
been valued using a risk-neutral market consistent asset model, and is referred 
to as an investment guarantee reserve. This reserve includes a discretionary    
margin as defined by local guidelines to allow for the sensitivity of the       
reserve to interest rate movements. This discretionary margin is valued in the  
VIF.                                                                            
United States                                                                   
The time value of the financial options and guarantees mainly relates to        
minimum crediting (bonus) and growth rates.                                     
Frictional costs of required capital                                            
From the shareholders` viewpoint there is a cost due to restrictions on the     
distribution of required capital that is locked in the Company. Where material, 
an allowance has been made for the frictional costs in respect of the taxation  
on investment return (income and capital gains) and investment costs on the     
assets backing the required capital for covered business. The allowance for     
taxation is based on the taxation rates applicable to investment earnings on    
assets backing the required capital, although such tax rates are reduced, where 
applicable, to allow for interest paid on debt which is used to partly finance  
the required capital.                                                           
The run-off pattern of the required capital is projected on an approximate      
basis over the lifetime of the underlying risks in line with drivers of the     
capital requirement. The same drivers are used to split the total required      
capital between existing business and new business.                             
Cost of residual non-hedgeable risks                                            
Sufficient allowance for most financial risks has been made in the PVFP and the 
time value of financial options and guarantees by using techniques that are     
similar to the approach used by capital markets. In addition the modelling of   
some non-hedgeable non-financial risks is incorporated as part of the           
calculation of the PVFP (e.g. to the extent that expected operational losses    
are incorporated in the maintenance expense assumptions) or the time value of   
financial options and guarantees (e.g. dynamic policyholder behaviour such as   
the interaction of the investment scenario and the persistency rates).          
All residual non-financial risks (e.g. liability risks such as mortality,       
longevity and morbidity risks; business risks such as persistency, expense and  
reinsurance credit risks; and operational risk) for which no or insufficient    
allowance is made in the PVFP or time value of financial options and            
guarantees, together with hedge risk and credit spread risk in the United       
States, are considered within the allowance for the cost of residual            
non-hedgeable risks.                                                            
An allowance is made in the cost of residual non-hedgeable risks to reflect     
uncertainty in the best estimate of shareholder cash flows as a result of both  
symmetric and asymmetric non-hedgeable risks since these risks can not be       
hedged in deep and liquid capital markets and are managed, inter alia, by       
holding risk capital. Considering the Group as a whole, most residual           
non-hedgeable risks have a symmetric impact on shareholder value with the       
exception of operational risk.                                                  
The cost of residual non-hedgeable risks is calculated using a cost of capital  
approach, i.e. it is determined as the present value of capital charges for all 
future non-hedgeable risk capital requirements until run-off of the             
liabilities. The capital charge in each year is the product of the projected    
expected non-hedgeable risk capital held after allowance for some               
diversification benefits and the cost of capital rate. The cost of capital rate 
therefore represents the return above the risk free reference rates that the    
market is deemed to demand for providing this capital.                          
The residual non-hedgeable risk capital measure is determined using an internal 
economic capital model based on appropriate shock scenarios consistent with a   
99.5 per cent confidence level over a one-year time horizon. The internal       
economic capital model makes allowance for certain management actions, such as  
reductions in bonus and crediting rates, where deemed appropriate.              
The following allowance is made for diversification benefits in determining the 
residual non-hedgeable risk capital at a business unit level:                   
Diversification benefits within the non-hedgeable risks of the covered          
business are allowed for.                                                       
No allowance is made for diversification benefits between hedgeable and         
non-hedgeable risks of the covered business.                                    
No allowance is made for diversification benefits between covered and           
non-covered business.                                                           
The table below shows the amounts of diversified economic capital held in       
respect of residual non-hedgeable risks.                                        
GBPm                           Total   Europe  South Africa    United States    
31 December 2008                                                                
Non-hedgeable risk capital     2,003      720          457               826    
31 December 2007                                                                
Non-hedgeable risk capital     1,535      714          461               360    
A weighted average cost of capital rate of 2.0 per cent has been applied to     
residual symmetric and asymmetric non-hedgeable risks at a business unit level  
over the life of the contracts. This translates into an equivalent cost of      
capital rate of approximately 3.25 per cent being applied to the group          
diversified capital required in respect of such non-hedgeable risks.            
Participating business                                                          
For participating business in South Africa and the United States, the method of 
valuation makes assumptions about future bonus or crediting rates and the       
determination of profit allocation between policyholders and shareholders.      
These assumptions are made on a basis consistent with other projection          
assumptions, especially the projected future investment returns, established    
Company practice (with due consideration of the PPFM for South African          
business), past external communication, any payout smoothing strategy, local    
market practice, regulatory/contractual restrictions and bonus participation    
rules.                                                                          
Where current benefit levels are higher than can be supported by the existing   
fund assets together with projected investment returns, a downward `glide path` 
is projected in benefit levels so that the fund would be exhausted on payment   
of the last benefit.                                                            
Spread-based products                                                           
A market consistent valuation of spread-based products (such as fixed indexed   
annuities in the United States, where investment returns are earned at one rate 
and policyholders` accounts are credited at a different rate with the           
difference referred to as `spread`) is dependent on the extent that management  
discretion can target a shareholder profit margin and the decision rules that   
management would follow in respect of crediting or bonus rates in any           
particular stochastic scenario.                                                 
Where guaranteed terms are offered at outset of a contract that dictate the     
payments to policyholders throughout the term of the contract, these payments   
are valued using the certainty equivalent valuation technique. These products,  
for example immediate annuities in payment, may therefore show a loss at point  
of sale under MCEV as investment margins are not anticipated while currently    
pricing practice does anticipate these margins. If returns in excess of the     
risk free reference rates actually emerge in the future, these will be          
recognised in the MCEV earnings as they arise.                                  
For business where the crediting (bonus) rate is set in advance, crediting      
rates are set by considering management`s target shareholder margins throughout 
the contract lifetime (subject to any guarantees). Projected crediting rates    
are set equal to the risk free reference rate less the anticipated margin to    
cover profit and expenses (subject to any policyholder guarantees eroding the   
shareholder margins). However, during the period following the valuation date   
the existing crediting rate is applied until the next point at which it can be  
varied. Given the guarantees included within such products (including           
consideration of a 0 per cent floor for crediting rates), stochastic modelling  
is used to value such contracts.                                                
Valuation of assets and treatment of unrealised losses                          
The market values of assets, where quoted, are based on the bid price on the    
reporting date. Unquoted assets are valued according to IFRS and marked to      
model.                                                                          
No smoothing of market values or unrealised gains/losses is applied.            
Asset mix                                                                       
PVFP and the time value of financial options and guarantees are calculated      
using assets projected on the actual asset allocation of the policyholder funds 
at the reporting date. However, if the current asset mix is materially          
different to the long-term strategic asset allocation as a result of market     
movements, projected assets are assumed to revert to the long-term strategic    
asset allocation in the short to medium term as appropriate.                    
Defined benefit pension scheme                                                  
Where a defined benefit pension scheme within the covered business is in        
surplus or deficit, the employer pension fund expense assumptions incorporated  
within the VIF allow appropriately for the expected release of surplus or       
funding of the deficit.                                                         
Look through principle                                                          
PVFP and value of new business cash flow projections look through and include   
the profits/losses of owned service companies, e.g. distribution and            
administration, related to the management of the covered business. Any profit   
margins that are included in investment management fees payable by the life     
assurance companies to the asset management subsidiaries have not been included 
in the value of in-force business or the value of new business on the grounds   
of materiality and because a significant proportion of these profits arise from 
performance-based fees.                                                         
Taxation                                                                        
In valuing shareholders` cash flows, allowance is made in the cash flow         
projections for taxes in the relevant jurisdiction affecting the covered        
business. Tax assumptions are based on best estimate assumptions, applying      
current local corporate tax legislation and practice together with known future 
changes and taking credit for any deferred tax assets.                          
No allowance is made for any further additional tax that would be incurred on   
the remittance of dividends from the life subsidiaries to Old Mutual plc, apart 
from the South African business where full allowance has been made for          
Secondary Tax on Companies (STC) at a rate of 10 per cent that may be payable   
in South Africa and the impact of capital gains tax. Furthermore, for the South 
African business it has been assumed that a reasonable proportion of the        
shareholder fund equity portfolio (excluding Group subsidiaries) will be traded 
each year. In Europe tax has been allowed for on dividends to be remitted to    
Skandia UK from the Isle of Man.                                                
The value of any deferred tax assets is only recognised in the MCEV in so far   
as those tax assets are expected to be utilised in future by offsetting it      
against expected tax liabilities that are generated on expected profits         
emerging from in-force business. Since projected investment returns are based   
on the risk free reference rates, MCEV may therefore understate the true        
economic value of such deferred tax assets.                                     
New business and renewals                                                       
The market consistent value of new business (VNB) measures the value of the     
future profits expected to emerge from all new business sold, and in some cases 
increases to existing contracts, during the reporting period after allowance    
for the time value of financial options and guarantees, frictional costs and    
the cost of residual non-hedgeable risks associated with writing the new        
business.                                                                       
VNB includes contractual renewal of premiums and recurring single premiums,     
where the level of premium is pre-defined and is reasonably predictable, and    
changes to existing contracts where these are not variations allowed for in the 
PVFP. Non-contractual increments are treated similarly where the volume of such 
increments is reasonably predictable or likely (e.g. where premiums are         
expected to increase in line with salary or price inflation).                   
Any variations in premiums on renewal of in-force business from that previously 
anticipated including deviations in non-contractual increases, deviations in    
recurrent single premiums and re-pricing of premiums for in-force business are  
treated as experience variances on in-force business and not as new business.   
VNB is calculated as follows:                                                   
Using economic assumptions at the start of the reporting period.                
Using demographic and operating assumptions at the end of the reporting         
period.                                                                         
At point of sale and rolled forward to the end of the reporting period.         
Generally using a standalone approach unless a marginal approach would better   
reflect the additional value to shareholders created through the activity of    
writing new business.                                                           
Expense allowances include all acquisition expenses, including any              
acquisition expense overruns.                                                   
Net of tax, reinsurance and minority interests.                                 
No attribution of any investment and operating variances to VNB.                
New business margins are disclosed as:                                          
The ratio of VNB to the present value of new business premiums (PVNBP); and     
The ratio of VNB to annual premium equivalent (APE), where APE is calculated    
as recurring premiums plus 10 per cent of single premiums.                      
PVNBP is calculated at point of sale using premiums before reinsurance and      
applying a valuation approach that is consistent with the calculation of VNB.   
Analysis of MCEV earnings                                                       
An analysis of MCEV earnings provides a reconciliation of the MCEV for covered  
business at the beginning of the reporting period and the MCEV for covered      
business at the end of the reporting period on a net of taxation basis.         
Operating MCEV earnings are generated by the value of new business sold during  
the reporting period, the expected existing business contribution, operating    
experience variances, operating assumption changes and other operating          
variances:                                                                      
The value of new business includes the impact of new business strain on free    
surplus that arises, amongst other things, from the impact of initial expenses  
and additional required capital that should be held in respect of such new      
business.                                                                       
The expected existing business contribution is determined by projecting both    
actual assets and actual liabilities (including assets backing the free surplus 
and required capital) from the start of the reporting period to the end of the  
reporting period using expected real-world earned rates of return. The expected 
existing business contribution is presented in two components:                  
- Expected earnings on free surplus and required capital and the expected       
change in VIF assuming that the assets earn the beginning of period risk free   
reference rates; and                                                            
- Additional expected earnings on free surplus and required capital and the     
additional expected change in VIF as a result of real-world expected earned     
rates of return on assets in excess of beginning of period risk free reference  
rates.                                                                          
Transfers from VIF and required capital to free surplus includes the release    
of required capital and modelled profits from VIF into free surplus in respect  
of business that was in-force at the beginning of the reporting period,         
although the movement does not contribute to a change in the MCEV.              
Operating experience variances reflect the impact of deviations of the actual   
operational experience during the reporting period from the expected            
operational experience. It is analysed before operating assumption changes,     
i.e. such variances are assessed against opening operating assumptions, and     
reflects the total impact of in-force and new business variances.               
Operating assumption changes incorporate the impact of changes to operating     
assumptions from those assumed at the beginning of the reporting period to      
those assumed at the end of the reporting period. As VNB is calculated using    
operating assumptions at the end of the reporting period, this impact only      
relates to the value of in-force business at the end of the reporting period.   
Other operating variances include model improvements, changes in methodology    
and the impact of certain management actions, such as a change in the asset     
allocation backing required capital.                                            
Total MCEV earnings also include economic variances and other non-operating     
variances:                                                                      
Economic variances incorporate the impact of changes in economic assumptions    
from the beginning of the reporting period to the end of the reporting period   
as well as the impact on earnings resulting from actual returns on assets being 
different to the expected returns on those assets as reflected in the expected  
existing business contribution. It therefore also includes the impact of        
economic variances in the reporting period on projected future earnings.        
Other non-operating variances include the impact of changes in mandatory        
local regulations and changes in taxation.                                      
An analysis of MCEV earnings requires closing adjustments in respect of         
exchange rate movements and capital transfers such as those in respect of       
payment of dividends and acquiring/divesting businesses.                        
Return on MCEV for covered business is calculated as the operating MCEV         
earnings after tax divided by opening MCEV in local currency, except for total  
covered business where the calculations are performed in Sterling.              
Analysis of Group MCEV earnings                                                 
Presentation of Group MCEV consists of the covered business under the MCEV      
methodology and the non-covered business valued as the unadjusted IFRS net      
asset value. A mark to market adjustment is therefore not performed for         
external borrowings and other items not on a mark to market basis under IFRS    
relating to non-covered business.                                               
Notes to the Old Mutual Market Consistent Embedded Value basis                  
supplementary information                                                       
For the year ended 31 December 2008                                             
3 Assumptions                                                                   
Non-economic assumptions                                                        
The appropriate non-economic projection assumptions for future experience (e.g. 
mortality, persistency and expenses) are determined using best estimate         
assumptions of each component of future cash flows, are specific to the entity  
concerned and has regard to past, current and expected future experience (e.g.  
longevity improvements and AIDS-related claims) as derived from both entity     
specific and industry data where deemed appropriate. Material assumptions are   
actively reviewed by means of detailed experience investigations and updated,   
as deemed appropriate, at least annually.                                       
These assumptions are based on the covered business being part of a going       
concern, although favourable changes in maintenance expenses such as            
productivity improvements are generally not included beyond what has been       
achieved by the end of the reporting period. The only exception is in respect   
of the United States business which is currently undergoing a major             
restructuring and cost-cutting exercise. The expense assumption used in the     
calculation of MCEV takes into account cost reductions already achieved in the  
first quarter of 2009, but not any of the additional planned cost reductions.   
The management expenses attributable to life assurance business have been       
analysed between expenses relating to the acquisition of new business,          
maintenance of in-force business (including investment management expenses) and 
development projects.                                                           
All expected maintenance expense overruns affecting the covered business are    
allowed for in the calculations.                                                
Unallocated Group holding Company expenses have been included to the extent     
that they relate to the covered business. The future expenses attributable to   
life assurance business include 35 per cent of the Group holding Company        
expenses, with 14 per cent allocated to South Africa, 4 per cent allocated to   
United States and 17 per cent allocated to Europe (31 December 2007: 37 per     
cent of the Group holding Company expenses, with 15 per cent allocated to South 
Africa, 5 per cent allocated to United States and 17 per cent allocated to      
Europe). The allocation of these expenses aligns to the proportion that the     
management expenses incurred by the business bears to the total management      
expenses incurred in the Group.                                                 
The MCEV normally only makes provision for future development costs and         
one-off exceptional expenses (such as those incurred on the integration of      
businesses following an acquisition and restructuring costs) to the extent that 
such project costs are known with sufficient certainty. However no such costs   
are allowed for as at 31 December 2008 (or 31 December 2007).                   
Legislative changes were introduced in Germany in 2008 specifying the           
proportion of miscellaneous profits to be shared with policyholders.            
According to the regulations, the revenue on in-force business can be reduced   
by various expense items, including those costs arising in respect of new       
business acquisition expenses in any year. To model this, Skandia Leben has     
adopted an approach consistent with German market practice. This approach is to 
set best estimate assumptions for the amount to be shared with policyholders in 
future years after allowing for the acquisition expenses in relation to the new 
business expected to be written over the next three years as per their business 
plan projections.                                                               
Economic assumptions                                                            
An active basis is applied to set pre-tax investment and economic assumptions   
to reflect the economic conditions prevailing on the reporting date. Economic   
assumptions are set consistently, for example future bonus or crediting rates   
are set at levels consistent with the investment return assumptions.            
Under a market consistent valuation, economic assumptions are determined such   
that projected cash flows are valued in line with the prices of similar cash    
flows that are traded on the capital markets. Thus, risk free cash flows are    
discounted at a risk free reference rate and equity cash flows at an equity     
rate. In practice for the PVFP, where cash flows do not depend on or vary       
linearly with market movements, a certainty equivalent method is used which     
assumes that actual assets held earn, before tax and investment management      
expenses, risk free reference rates and all the cash flows are discounted using 
risk free reference rates which are gross of tax and investment management      
expenses. The deterministic certainty equivalent method is purely a valuation   
technique and over time the expectation is still that risk premiums will be     
earned on assets such as equities and corporate bonds.                          
Risk free reference rates and inflation                                         
The risk free reference rates, reinvestment rates and discount rates are        
determined with reference to the swap yield curve appropriate to the currency   
of the cash flows. For Europe the swap yield curve is obtained from a number of 
sources including Bloomberg, Nordea Bank and Reuters. For the South African and 
United States businesses, the swap yield curve is sourced from the third party  
market consistent asset model that is used to generate the economic scenarios   
that are required to value the time value of financial options and guarantees.  
No adjustments are made to swap yields to allow for liquidity premiums or       
credit risk premiums, apart from a liquidity adjustment to the United States    
Life onshore business at 31 December 2008. Any other risk premiums are          
recognised within the MCEV as and when they are earned.                         
Following a review of a wide range of market data and literature, such as, the  
Barriet+Hibbert calibration of US corporate bond spreads at 31 December 2008,   
it is the directors` view that the significant widening of corporate bond       
spreads during the recent financial market turmoil is partly a function of an   
increased liquidity premium rather than only heightened default risk and that   
returns in excess of swap rates can be achieved, rather than entire corporate   
bond spreads being lost to worsening default experience. For the United States  
onshore business we considered the currency, credit quality and duration of our 
actual corporate bond portfolio and derived adjusted risk free reference rates  
at 31 December 2008 by adding 300bps of liquidity premium to swap rates used    
for setting investment return and discounting assumptions (31 December 2007: no 
liquidity adjustment was applied as we did not anticipate at that time the      
extent to which the bond markets would become even further dislocated). This    
adjustment reflects the liquidity premium component in corporate bond spreads   
over swap rates that we expect to earn on our portfolio. We believe that the    
difference between market yields on our United States onshore bond portfolio    
and the adjusted risk free reference rate still provides an adequate implied    
margin for defaults.                                                            
No liquidity adjustment is applied to risk free reference rates for other       
geographies or for Old Mutual Bermuda because:                                  
the nature and management of the products sold onshore in the United States     
is materially different to those sold elsewhere in the Group, with greater      
opportunity for managing assets in such a manner as to realise liquidity        
premiums by holding corporate bonds to maturity;                                
the widening of corporate bond spreads has been more pronounced in the United   
States compared to other geographies; and                                       
it is the only geography with a significant concentration of investments in     
the corporate bond market.                                                      
At those durations where swap yields are not available, e.g. due to a lack of a 
sufficiently liquid or deep swap market, the swap curve is extended using       
appropriate interpolation and extrapolation techniques.                         
Consumer price inflation assumptions are determined as those implied by         
index-linked government stocks or real swap yields if a liquid market of        
sufficient size exists. In other markets, the consumer price inflation          
assumptions are modelled considering a reasonable spread compared to swap       
rates. However, where modelling system capabilities are restricted, consumer    
price inflation is set as a flat assumption. Other types of inflation such as   
expense inflation are derived on a consistent basis and, where deemed           
appropriate, include a percentage addition to the consumer price inflation rate 
as life Company expenses for example include a large element of salary related  
expenses.                                                                       
The risk free reference spot yields (inclusive of any applicable liquidity      
adjustments) and expense inflation rates at various terms for each of the       
significant geographies are provided in the table below. The risk free          
reference spot yield curve has been derived from mid swap rates at the          
reporting date.                                                                 
Risk free reference spot yields1 year     5 years     10 years     20 years     
31 December 2008                                                                
GBP                              2.0%        3.1%         3.4%         3.5%     
EUR                              2.4%        3.3%         3.8%         3.9%     
USD*                             4.3%        5.1%         5.6%         5.8%     
ZAR                              9.3%        8.0%         7.8%         6.7%     
SEK                              1.8%        2.9%         3.2%         3.2%     
31 December 2007                                                                
GBP                              5.5%        5.1%         5.0%         4.8%     
EUR                              4.6%        4.6%         4.7%         5.0%     
USD                              4.2%        4.2%         4.7%         4.9%     
ZAR                             11.5%       10.1%         9.1%         8.1%     
SEK                              4.7%        4.8%         4.9%         4.9%     
Expense inflation          1 year       5 years      10 years      20 years     
31 December 2008                                                                
GBP                          0.1%          1.5%          2.8%          4.1%     
EUR                     2.0%-3.0%     2.0%-3.0%     2.0%-3.0%     2.0%-3.0%     
USD                          3.0%          3.0%          3.0%          3.0%     
ZAR                          6.1%          5.4%          5.5%          4.6%     
SEK                          0.2%          1.0%          1.8%          2.1%     
31 December 2007                                                                
GBP                          3.8%          3.6%          4.1%          4.5%     
EUR                     2.5%-3.0%     2.5%-3.0%     2.5%-3.0%     2.5%-3.0%     
USD                          3.0%          3.0%          3.0%          3.0%     
ZAR                          7.7%          7.1%          6.5%          5.8%     
SEK                          3.6%          3.4%          3.5%          3.6%     
* After 300 bps adjustment to the risk free rate to recognise the liquidity     
premium                                                                         
Volatilities and correlations                                                   
Where cash flows contain financial options and guarantees such that they do not 
move linearly with market movements, asset cash flows are projected and all     
cash flows discounted using risk-neutral stochastic models. These models        
project the assets and liabilities using a distribution of asset returns where  
all asset types, on average, earn the same risk free reference rate.            
Apart from the risk free reference yields specified above, other key economic   
assumptions for the calibration of economic scenarios include the implied       
volatilities for each asset class and correlations between different asset      
classes. The volatility assumptions for the calibration of economic scenarios   
that are used in the stochastic models are, where possible, based on those      
implied from appropriate derivative prices (such as equity options in respect   
of guarantees that are dependent on changes in equity markets or swaptions in   
respect of guarantees that are dependent on changes in interest rates) as       
observed on the valuation date. However, historic implied and historic observed 
volatilities of the underlying instruments and expert opinion are considered    
where there are concerns over the depth or liquidity of the market, e.g.        
volatilities for property returns. Where strict adherence to the above is not   
possible, for example where markets only exist at short durations such as the   
equity option market in South Africa, interpolation or extrapolation techniques 
are used to derive volatility assumptions for the full term structure of the    
liabilities. Correlation assumptions between asset classes that are used in     
stochastic models are based on an assessment of historic relationships. Where   
historic data is used in setting volatility or correlation assumptions, a       
suitable time period is considered for analysing historic data including        
consideration of the appropriateness of historical data where economic          
conditions were materially different to current conditions.                     
For the South African stochastic models, due to the immateriality of corporate  
bond and property holdings, corporate bonds are assumed to yield the same       
returns as equivalent long-term government bonds and property is assumed to be  
invested 50 per cent in local equities and 50 per cent in long-term government  
bonds.                                                                          
The at-the-money annualised asset volatility assumptions of the asset classes   
incorporated in the stochastic models are detailed below.                       
ZAR volatilities                              Option term                       
1 year     5 years     10 years     20 years      
31 December 2008                                                                
1 year swap                     30.8%       35.1%        32.9%        25.4%     
5 year swap                     32.9%       33.6%        30.2%        22.5%     
10 year swap                    30.8%       30.3%        25.9%        18.7%     
20 year swap                    26.9%       25.1%        19.8%        13.9%     
Equity (total return index)*    37.6%       31.6%        29.2%        28.1%     
Property (total return index)   23.2%       19.0%        15.6%        15.4%     
31 December 2007                                                                
1 year swap                     14.9%       14.5%        13.6%        13.3%     
5 year swap                     14.5%       14.1%        13.2%        12.9%     
10 year swap                    14.3%       13.7%        12.8%        12.5%     
20 year swap                    14.0%       13.1%        12.1%        11.7%     
Equity (total return index)*    24.4%       24.4%        25.4%        26.0%     
Property (total return index)   14.8%       13.5%        13.7%        13.6%     
* Due to limited liquidity in the ZAR equity option market, the market          
consistent asset model has been calibrated by extrapolating equity option       
implied volatility data beyond a term of 3 years.                               
                                              Option term                       
USD volatilities                                                                
1 year     5 years     10 years     20 years      
31 December 2008*                                                               
1 year swap                     44.9%       23.9%        18.3%        16.1%     
5 year swap                     34.1%       22.8%        17.9%        16.0%     
10 year swap                    27.7%       21.2%        17.1%        15.4%     
20 year swap                    24.7%       20.1%        16.3%        14.5%     
31 December 2007                                                                
1 year swap                     35.0%       26.9%        22.2%        19.8%     
5 year swap                     20.6%       18.7%        17.4%        15.8%     
10 year swap                    16.1%       15.4%        14.7%        13.3%     
20 year swap                    14.8%       14.1%        13.5%        12.4%     
* Due to limited liquidity in the USD swap market, the market consistent asset  
model has been calibrated by reference to volatility data as at 31 September    
2008.                                                                           
                                               Option term                      
International equity                                                            
volatilities (Old Mutual                                                        
                              1 year     5 years     10 years     20 years      
Bermuda)*                                                                       
31 December 2008                                                                
SPX                               38%         35%          27%          27%     
RTY                               46%         45%          34%          34%     
TPX                               41%         39%          31%          31%     
HSCEI                             57%         51%          43%          43%     
TWSE                              36%         34%          30%          30%     
KOSP12                            42%         43%          36%          36%     
NIFTY                             39%         33%          31%          31%     
SX5E                              38%         37%          31%          31%     
UKX                               37%         36%          28%          28%     
BCAI                               4%          4%           4%           4%     
31 December 2007                                                                
SPX                               22%         24%          10%          18%     
RTY                               28%         10%          12%          18%     
TPX                               21%         22%          10%          17%     
HSCEI                             40%         30%          10%          27%     
IBOV                              35%         28%          10%          24%     
FTSE                              21%         26%          10%          18%     
SBBIG                              4%          4%           4%           4%     
*Note that due to improvements in fund mapping during 2008, some different      
indices are referenced at 31 December 2008 than those referenced at 31 December 
2007                                                                            
Exchange rates                                                                  
All MCEV figures are calculated in local currency and translated to GBP using   
the appropriate exchange rates as detailed in Note 2 of the IFRS statements.    
Expected asset returns in excess of the risk free reference rates               
The expected asset returns in excess of the risk free reference rates have no   
bearing on the calculated MCEV other than the calculation of the expected       
existing business contribution in the analysis of MCEV earnings. Such           
real-world economic assumptions are determined with reference to one-year       
forward risk free reference rates applicable to the currency of the liabilities 
at the start of the reporting period. All other economic assumptions, for       
example future bonus or crediting rates, are set at levels consistent with the  
real-world investment return assumptions.                                       
Equity and property risk premiums incorporate both historical relationships and 
the directors` view of future projected returns in each geography. Pre-tax      
real-world economic assumptions are determined as follows:                      
The equity risk premium is 3.5 per cent for Africa and 3 per cent for Europe    
and the United States.                                                          
The cash return equals the risk free reference rate less a deduction of 2 per   
cent for Africa and 1 per cent for Europe and the United States.                
The corporate bond return is based on actual corporate bond spreads on the      
reporting date less an allowance for defaults.                                  
The property risk premium is 2.5 per cent in Africa and 2 per cent in Europe.   
Tax                                                                             
The effective tax rates for Nordic, United Kingdom and the balance of Europe    
were a range of 2 to 28 per cent (2007: 2 to 28 per cent), 29 per cent (2007:   
28 per cent) and a range of 8 to 31 per cent (2007: 14 to 30 per cent)          
respectively.                                                                   
The effective tax rate was 33 per cent for South Africa (2007: 34 per cent) and 
0 per cent for Namibia (2007: 0 per cent), except for the investment return on  
capital for which the attributed tax was derived from the primary accounts.     
For the United States the effective rate was under 1 per cent.                  
GBPm      
4 (i) Adjusted Group Market Consistent                                          
Embedded Value presented per business line                                      
                                           Year ended 31     Year ended 31      
December          December      
                                                    2008              2007      
MCEV of the covered business                        4,183             6,349     
Adjusted net worth*                                 2,383             2,421     
Value of in-force business**                        1,800             3,928     
Adjusted net worth of the asset management                                      
businesses                                          1,577             1,637     
Europe                                                 98               160     
South Africa                                          292               232     
United States                                       1,187             1,245     
Value of the banking business                       1,976             2,716     
Europe (adjusted net worth)                           285               305     
South Africa (market value)                         1,691             2,411     
Market value of the general insurance                                           
business                                                                        
South Africa                                          219               405     
Net other business                                  (161)              (35)     
Adjustment for present value of Black                                           
Economic Empowerment scheme deferred                                            
consideration                                         169               191     
Adjustment for value of own shares in ESOP                                      
schemes***                                             63               158     
Perpetual preferred securities (US$                                             
denominated)                                        (203)             (378)     
Perpetual preferred callable securities             (304)             (652)     
GBP denominated                                     (174)             (328)     
Euro denominated                                    (130)             (324)     
Debt                                              (1,312)           (1,401)     
Rand denominated                                    (213)             (215)     
USD denominated                                     (537)             (408)     
GBP denominated                                     (191)             (272)     
SEK denominated                                     (252)             (506)     
Euro denominated                                    (119)                 -     
Adjusted Group MCEV                                 6,207             8,990     
* Adjusted net worth is after the elimination of intercompany loans.            
** Net of minority interests.                                                   
*** Includes adjustment for value of excess own shares in employee share scheme 
trusts. The movement in value between 31 December 2007 and 31 December 2008 is  
due to the reduction in the Old Mutual plc share price.                         
                                                                      GBPm      
4 (ii) Adjusted operating MCEV earnings for the                                 
covered business                                         At              At     
                                               31 December     31 December      
                                                      2008            2007      
Adjusted operating MCEV earnings before tax for                                 
the covered business*                                   324             768     
UK                                                      333             288     
Nordic                                                  164              83     
Europe and Latin America                                  8               1     
OMSA                                                    441             355     
Rest of Africa                                           22               4     
United States                                         (644)              37     
177      
Tax on adjusted operating MCEV earnings for the                                 
covered business                                        191                     
UK                                                       98              82     
Nordic                                                   15              17     
Europe and Latin America                                  4             (6)     
OMSA                                                    116              78     
Rest of Africa                                            -               -     
United States                                          (42)               6     
Adjusted operating MCEV earnings after tax for                                  
the covered business                                    133             591     
UK                                                      235             206     
Nordic                                                  149              66     
Europe and Latin America                                  4               7     
OMSA                                                    325             277     
Rest of Africa                                           22               4     
United States                                         (602)              31     
Tax on adjusted operating MCEV earnings                                         
comprises                                                                       
Tax on adjusted operating MCEV earnings for the                                 
covered business                                        191             177     
Tax on adjusted operating MCEV earnings for                                     
other business                                         (56)             237     
Tax on adjusted operating MCEV earnings                 135             414     
* Adjusted operating MCEV earnings before tax are derived by grossing up each   
of the components of the earnings after tax at the expected tax rates.          
                                                                      GBPm      
4 (iii) Components of Market Consistent                                         
Embedded Value of the covered business                   At              At     
                                               31 December     31 December      
                                                      2008            2007      
MCEV of the covered business                          4,183           6,349     
Adjusted net worth                                    2,383           2,421     
Value of in-force business                            1,800           3,928     
UK                                                                              
Adjusted net worth                                      278             276     
Free surplus                                            121              89     
Required capital                                        157             187     
Value of in-force business                            1,393           1,255     
Present value of future profits                       1,439           1,305     
Additional time value of financial options and                                  
guarantees                                                -               -     
Frictional costs                                        (7)            (10)     
Cost of non-hedgeable risks                            (39)            (40)     
Nordic                                                                          
Adjusted net worth                                      163             122     
Free surplus                                             58              47     
Required capital                                        105              75     
Value of in-force business***                           882             992     
Present value of future profits                         943           1,058     
Additional time value of financial options and                                  
guarantees                                                -               -     
Frictional costs                                        (8)             (9)     
Cost of non-hedgeable risks                            (53)            (57)     
Europe and Latin America                                                        
Adjusted net worth                                      126              50     
Free surplus                                             17            (11)     
Required capital                                        109              61     
Value of in-force business                              587             522     
Present value of future profits                         659             574     
Additional time value of financial options and                                  
guarantees                                             (13)             (1)     
Frictional costs                                       (13)            (10)     
Cost of residual non-hedgeable risks                   (46)            (41)     
OMSA                                                                            
Adjusted net worth*                                     905           1,392     
Free surplus                                          (128)             266     
Required capital                                      1,033           1,126     
Value of in-force business                            1,040           1,154     
Present value of future profits                       1,228           1,344     
Additional time value of financial options and                                  
guarantees                                                -               -     
Frictional costs**                                    (113)           (122)     
Cost of residual non-hedgeable risks                   (75)            (68)     
Rest of Africa                                                                  
Adjusted net worth                                       70              76     
Free surplus                                             33              43     
Required capital                                         37              33     
Value of in-force business                               48              48     
Present value of future profits                          57              55     
Additional time value of financial options and                                  
guarantees                                                -               -     
Frictional costs                                        (4)             (2)     
Cost of residual non-hedgeable risks                    (5)             (5)     
United States                                                                   
Adjusted net worth                                      841             505     
Free surplus                                            257              81     
Required capital                                        584             424     
Value of in-force business                          (2,150)            (43)     
Present value of future profits                     (1,746)             246     
Additional time value of financial options and                                  
guarantees                                            (248)           (198)     
Frictional costs                                        (3)            (38)     
Cost of residual non-hedgeable risks                  (153)            (53)     
* The required capital in respect of OMSA is partially covered by the market    
value of the Group`s investments in banking and general insurance in South      
Africa. On consolidation these investments are shown separately.                
** For the South African business there has been a material change in the asset 
allocation of assets backing required capital from 31 December 2007 to 31       
December 2008. As at 31 December 2008, significantly fewer assets are held in   
equities and more in cash compared to 31 December 2007.                         
*** The defined benefit plan funds allocated to the Nordic covered business are 
currently showing an aggregate surplus of GBP45m on an IAS 19 basis. This       
amount has not been incorporated within the VIF by allowing for the expected    
release of surplus, nor has it been allowed within the ANW of the business.     
For the United States, the material decrease in frictional costs from GBP38     
million as at 31 December 2007 to GBP3 million as at 31 December 2008 reflects  
the changed tax position of the business between these two reporting dates on a 
market consistent basis. The fact that there are greater losses projected on an 
MCEV basis at 31 December 2008 compared to 31 December 2007 (mainly due to      
lower risk free reference rates) means that future income on the capital        
required to back the business is to a large extent not subject to tax as such   
future income can be offset against current projected losses.                   
4 (iv) Analysis of covered business MCEV earnings (after tax)                   
                                                            Year ended          
                                                           31 December          
Total covered business*                                            2008         
                  Free     Required      Adjusted     Value of                  
               surplus      capital     net worth     in-force        MCEV      
Opening MCEV **     515        1,906         2,421        3,928       6,349     
New business                                                                    
value             (608)          172         (436)          540         104     
Expected                                                                        
existing                                                                        
business                                                                        
contribution                                                                    
(reference rate)     63          117           180          289         469     
Expected                                                                        
existing                                                                        
business                                                                        
contribution                                                                    
(in excess of                                                                   
reference rate)       4           15            19           81         100     
Transfers from                                                                  
VIF and                                                                         
required                                                                        
capital                                                                         
to free surplus     939        (189)           750        (750)           -     
Experience                                                                      
variances           160         (75)            85        (250)       (165)     
Assumption                                                                      
changes            (55)            -          (55)        (375)       (430)     
Other operating                                                                 
variance            172        (156)            16           39          55     
Operating MCEV                                                                  
earnings             675        (116)           559        (426)         133    
Economic                                                                        
variances         (722)            5         (717)      (1,485)     (2,202)     
Other                                                                           
non-operating                                                                   
variance                                                                        
Total MCEV        (111)           43          (68)            -        (68)     
earnings          (158)         (68)         (226)      (1,911)     (2,137)     
Closing                                                                         
adjustments           1          187           188        (217)        (29)     
Capital and                                                                     
dividend flows     (22)            -          (22)            -        (22)     
Foreign                                                                         
exchange                                                                        
variance             23          187           210        (217)         (7)     
Closing MCEV        358        2,025         2,383        1,800       4,183     
Return on MCEV                                                                  
(RoEV) % per                                                                    
annum                                                                  2.1%     
GBPm          
                                                            Year ended          
                                                           31 December          
Total covered business*                                            2007         
Free     Required      Adjusted     Value of                
                 surplus      capital     net worth     in-force      MCEV      
Opening MCEV **       199        1,903         2,102        4,043     6,145     
New business value  (588)          181         (407)          637       230     
Expected existing                                                               
business                                                                        
contribution                                                                    
(reference rate)       15          127           142          269       411     
Expected existing                                                               
business                                                                        
contribution                                                                    
(in excess of                                                                   
reference rate)         3           19            22           67        89     
Transfers from                                                                  
VIF and required                                                                
capital                                                                         
to free surplus       850        (201)           649        (649)         -     
Experience                                                                      
variances             132         (29)           103        (119)      (16)     
Assumption changes     26          (1)            25        (226)     (201)     
Other operating                                                                 
variance              102        (121)          (19)           97        78     
Operating MCEV                                                                  
earnings              540         (25)           515           76       591     
Economic variances    190           13           203        (364)     (161)     
Other                                                                           
non-operating                                                                   
variance              (5)            3           (2)           86        84     
Total MCEV                                                                      
earnings              725          (9)           716        (202)       514     
Closing                                                                         
adjustments         (409)           12         (397)           87     (310)     
Capital and                                                                     
dividend flows      (412)            -         (412)            -     (412)     
Foreign exchange                                                                
variance                3           12            15           87       102     
Closing MCEV          515        1,906         2,421        3,928     6,349     
Return on MCEV                                                                  
(RoEV) % per                                                                    
annum                                                                  9.6%     
* Note that results for the `Rest of Africa` are included in the analysis of    
total covered business MCEV earnings, but that no separate analysis is shown    
for such business from a materiality perspective.                               
** The opening MCEV for the year ended 31 December 2007 is gross of minority    
interest of GBP29m in Skandia. During 2007 all the minority shares were         
purchased.                                                                      
Return on MCEV for total covered business is calculated as the operating MCEV   
earnings after tax divided by opening MCEV in Sterling.                         
4 (iv) Analysis of covered business MCEV earnings (after tax) continued         
                                            Year ended                          
                                            31 December                         
UK covered business                             2008                            
Adjusted     Value of                
                    Free     Required                                           
                                                                      MCEV      
                 surplus      capital     net worth     in-force                
Opening MCEV           89          187           276        1,255     1,531     
New business value  (189)          (1)         (190)          257        67     
Expected existing                                                               
business                                                                        
contribution                                                                    
(reference rate)       31            1            32           58        90     
Expected existing                                                               
business                                                                        
contribution                                                                    
(in excess of                                                                   
reference rate)         -            -             -           20        20     
Transfers from                                                                  
VIF and required                                                                
capital                                                                         
to free surplus       294         (15)           279        (279)         -     
Experience                                                                      
variances              26         (10)            16            1        17     
Assumption changes    (3)            -           (3)           59        56     
Other operating                                                                 
variance               11            -            11         (26)      (15)     
Operating MCEV                                                                  
earnings              170         (25)           145           90       235     
Economic variances   (59)          (9)          (68)           51      (17)     
Other                                                                           
non-operating                                                                   
variance                8          (1)             7         (10)       (3)     
Total MCEV                                                                      
earnings              119         (35)            84          131       215     
Closing                                                                         
adjustments          (87)            5          (82)            7      (75)     
Capital and                                                                     
dividend flows       (82)            -          (82)            -      (82)     
Foreign exchange                                                                
variance              (5)            5             -            7         7     
Closing MCEV          121          157           278        1,393     1,671     
                                                                     15.3%      
GBPm                     
                                                    Year ended                  
                                                   31 December                  
UK covered business                                    2007                     
Adjusted     Value of                
                    Free     Required                                           
                                                                      MCEV      
                 surplus      capital     net worth     in-force                
Opening MCEV           73          162           235        1,090     1,325     
New business value  (190)           12         (178)          259        81     
Expected existing                                                               
business                                                                        
contribution                                                                    
(reference rate)      (2)           15            13           56        69     
Expected existing                                                               
business                                                                        
contribution                                                                    
(in excess of                                                                   
reference rate)         -            -             -           17        17     
Transfers from                                                                  
VIF and required                                                                
capital                                                                         
to free surplus       225          (5)           220        (220)         -     
Experience                                                                      
variances              25            3            28            3        31     
Assumption changes    (8)          (1)           (9)           17         8     
Other operating                                                                 
variance                -            -             -            -         -     
Operating MCEV                                                                  
earnings               50           24            74          132       206     
Economic variances      1            -             1            5         6     
Other                                                                           
non-operating                                                                   
variance                -            -             -           27        27     
Total MCEV                                                                      
earnings               51           24            75          164       239     
Closing                                                                         
adjustments          (35)            1          (34)            1      (33)     
Capital and                                                                     
dividend flows       (35)            -          (35)            -      (35)     
Foreign exchange                                                                
variance                -            1             1            1         2     
Closing MCEV           89          187           276        1,255     1,531     
                                                                     15.5%      
Return on MCEV (RoEV) % per annum                                               
The `expected existing business contribution (in excess of reference rate)` is  
not significant. This is reasonable for business comprised mostly of            
unit-linked products where most of the profits emanate from premium charges,    
acquisition charges and fund based fees. Such fees and charges are largely      
captured in the `expected existing business contribution (reference rate)`.     
The experience variances were driven by a higher level of fund rebate than that 
assumed, offset by a write-down of capitalised software costs.                  
The main operating assumption changes related to an increased recognition of    
fee income which was partly offset by a strengthening of expense assumptions.   
The other operating variances mainly reflect the impact of modelling and        
methodology improvements.                                                       
The capital and dividend flows consist mainly of dividends.                     
The other non-operating variance is due to the implementation of a new          
actuarial system.                                                               
Return on MCEV is the operating MCEV earnings after tax divided by opening MCEV 
in Sterling.                                                                    
                                             Year ended                         
                                            31 December                         
Nordic covered business                         2008                            
Free     Required      Adjusted     Value of                
                                          net worth     in-force      MCEV      
                 surplus      capital                                           
Opening MCEV           47           75           122          992     1,114     
New business value   (50)            3          (47)           79        32     
Expected existing                                                               
business                                                                        
contribution                                                                    
(reference rate)        2            2             4           50        54     
Expected existing                                                               
business                                                                        
contribution                                                                    
(in excess of                                                                   
reference rate)         -            -             -           23        23     
Transfers from                                                                  
VIF and required                                                                
capital                                                                         
to free surplus        85            1            86         (86)         -     
Experience                                                                      
variances              10           18            28         (17)        11     
Assumption changes      -            -             -           32        32     
Other operating                                                                 
variance              (1)            -           (1)          (2)       (3)     
Operating MCEV                                                                  
earnings               46           24            70           79       149     
Economic variances      9         (20)          (11)        (296)     (307)     
Other                                                                           
non-operating                                                                   
variance             (85)           19          (66)          (3)      (69)     
Total MCEV                                                                      
earnings             (30)           23           (7)        (220)     (227)     
Closing                                                                         
adjustments            41            7            48          110       158     
Capital and                                                                     
dividend flows         31            -            31            -        31     
Foreign exchange                                                                
variance               10            7            17          110       127     
Closing MCEV           58          105           163          882     1,045     
Return on MCEV                                                                  
(RoEV) % per                                                                    
annum                                                                 12.9%     
                                                 GBPm                           
                                              Year ended                        
                                              31 December                       
Nordic covered business                           2007                          
                                           Adjusted     Value of                
                    Free     Required                                           
                                          net worth     in-force      MCEV      
surplus      capital                                           
Opening MCEV        (154)           46         (108)          971       863     
New business value   (36)            2          (34)           57        23     
Expected existing                                                               
business                                                                        
contribution                                                                    
(reference rate)        1            1             2           39        41     
Expected existing                                                               
business                                                                        
contribution                                                                    
(in excess of                                                                   
reference rate)         -            -             -           21        21     
Transfers from                                                                  
VIF and required                                                                
capital                                                                         
to free surplus        67            2            69         (69)         -     
Experience                                                                      
variances             (4)           20            16            4        20     
Assumption changes      -            -             -         (39)      (39)     
Other operating                                                                 
variance              (5)            5             -            -         -     
Operating MCEV                                                                  
earnings               23           30            53           13        66     
Economic variances     10          (5)             5         (35)      (30)     
Other                                                                           
non-operating                                                                   
variance                -            -             -            1         1     
Total MCEV                                                                      
earnings               33           25            58         (21)        37     
Closing                                                                         
adjustments           168            4           172           42       214     
Capital and                                                                     
dividend flows        165            -           165            -       165     
Foreign exchange                                                                
variance                3            4             7           42        49     
Closing MCEV           47           75           122          992     1,114     
Return on MCEV                                                                  
(RoEV) % per                                                                    
annum                                                                  7.6%     
The experience variances were largely driven by tax gains, a higher level of    
fee income than assumed and a contribution from profits from healthcare         
business which is not valued within the VIF. These were partially offset by     
one-off persistency effects due to a Swedish legislative change relating to the 
level of tax deductible savings contributions.                                  
The main operating assumption changes related to a release of reserves set up   
for costs in the corporate business partially offset by strengthened            
persistency assumptions.                                                        
The other non-operating variance is mainly driven by legacy issues, such as the 
settlement of the Skandia Liv-arbitration and strengthening of various legacy   
provisions.                                                                     
The capital and dividend flows mainly represent dividends received, repayment   
of loans and settlement of the Liv-arbitration.                                 
Return on MCEV is the operating MCEV earnings after tax divided by opening MCEV 
in Swedish Krona.                                                               
                                             Year ended                         
Europe and Latin America covered             31 December                        
business                                        2008                            
                     Free     Required                                          
                  surplus      capital      Adjusted     Value of               
                                           net worth     in-force     MCEV      
Opening MCEV          (11)           61            50          522      572     
New business value   (108)            5         (103)          113       10     
Expected existing                                                               
business                                                                        
contribution                                                                    
(reference rate)         1            1             2           23       25     
Expected existing                                                               
business                                                                        
contribution                                                                    
(in excess of                                                                   
reference rate)          -            -             -            5        5     
Transfers from VIF                                                              
and required                                                                    
capital to                                                                      
free surplus           136            -           136        (136)        -     
Experience                                                                      
variances              (5)          (6)          (11)         (10)     (21)     
Assumption changes       -            -             -         (22)     (22)     
Other operating                                                                 
variance                 2            -             2            5        7     
Operating MCEV                                                                  
earnings                26            -            26         (22)        4     
Economic variances      11         (17)           (6)         (54)     (60)     
Other                                                                           
non-operating                                                                   
variance              (34)           25           (9)          (5)     (14)     
Total MCEV earnings      3            8            11         (81)     (70)     
Closing adjustments     25           40            65          146      211     
Capital and                                                                     
dividend flows          25            -            25            -       25     
Foreign exchange                                                                
variance                 -           40            40          146      186     
Closing MCEV            17          109           126          587      713     
Return on MCEV                                                                  
(RoEV) % per annum                                                     0.6%     
                                                GBPm                            
Year ended                         
Europe and Latin America covered              31 December                       
business                                        2007                            
                                            Adjusted                            
Free surplus     Required                                         
                                                         Value of               
                                capital          net                            
                                                         in-force     MCEV      
worth                            
Opening MCEV             59           56          115          470      585     
New business                                                                    
value                 (103)            4         (99)          137       38     
Expected                                                                        
existing                                                                        
business                                                                        
contribution                                                                    
(reference                                                                      
rate)                     -            1            1           18       19     
Expected                                                                        
existing                                                                        
business                                                                        
contribution                                                                    
(in excess of                                                                   
reference                                                                       
rate)                     -            -            -            5        5     
Transfers from                                                                  
VIF and                                                                         
required                                                                        
capital to                                                                      
free surplus            136          (3)          133        (133)        -     
Experience                                                                      
variances               (2)          (4)          (6)          (1)      (7)     
Assumption                                                                      
changes                   -            -            -         (49)     (49)     
Other                                                                           
operating                                                                       
variance                (5)          (6)         (11)           12        1     
Operating MCEV                                                                  
earnings                 26          (8)           18         (11)        7     
Economic                                                                        
variances               (2)            3            1          (7)      (6)     
Other                                                                           
non-operating                                                                   
variance                (1)            -          (1)           25       24     
Total MCEV                                                                      
earnings                 23          (5)           18            7       25     
Closing                                                                         
adjustments            (93)           10         (83)           45     (38)     
Capital and                                                                     
dividend flows         (88)            -         (88)            -     (88)     
Foreign                                                                         
exchange                                                                        
variance                (5)           10            5           45       50     
Closing MCEV           (11)           61           50          522      572     
Return on MCEV                                                                  
(RoEV) % per                                                                    
annum                                                                  1.5%     
The experience variances are mainly driven by expense overruns offset by        
positive mortality and morbidity experience.                                    
The main operating assumption changes related to strengthening of retention     
levels in Austria and revision of expense assumptions in Southern Europe and    
Italy.                                                                          
The other non-operating variance is mainly due to legislative changes that have 
been introduced in Germany in 2008 which specifies the proportion of            
miscellaneous profits to be shared with policyholders.                          
The capital and dividend flows mainly represent capital injections into         
Southern Europe to support new business, dividends and repayments.              
Return on MCEV is the operating MCEV earnings after tax divided by opening MCEV 
in Euro.                                                                        
4 (iv) Analysis of covered business MCEV earnings (after tax) continued         
                                            Year ended                          
                                            31 December                         
OMSA covered business *                         2008                            
                    Free     Required      Adjusted     Value of                
                 surplus      capital     net worth     in-force      MCEV      
Opening MCEV          266        1,126         1,392        1,154     2,546     
New business value   (81)           68          (13)           67        54     
Expected existing                                                               
business                                                                        
contribution                                                                    
(reference rate)       23           98           121          142       263     
Expected existing                                                               
business                                                                        
contribution                                                                    
(in excess of                                                                   
reference rate)         3           14            17           13        30     
Transfers from                                                                  
VIF and required                                                                
capital                                                                         
to free surplus       286        (130)           156        (156)         -     
Experience                                                                      
variances              13         (18)           (5)         (17)      (22)     
Assumption changes     21            -            21         (18)         3     
Other operating                                                                 
variance              161        (157)             4          (7)       (3)     
Operating MCEV                                                                  
earnings              426        (125)           301           24       325     
Economic variances  (139)           51          (88)        (135)     (223)     
Other                                                                           
non-operating                                                                   
variance                -            -             -           18        18     
Total MCEV                                                                      
earnings              287         (74)           213         (93)       120     
Closing                                                                         
adjustments         (681)         (19)         (700)         (21)     (721)     
Capital and                                                                     
dividend flows      (640)            -         (640)            -     (640)     
Foreign exchange                                                                
variance             (41)         (19)          (60)         (21)      (81)     
Closing MCEV        (128)        1,033           905        1,040     1,945     
Return on MCEV                                                                  
(RoEV) % per annum                                                    14.4%     
GBPm                             
                                             Year ended                         
                                            31 December                         
OMSA covered business *                         2007                            
Adjusted     Value of                
                             Required                                           
                                          net worth     in-force      MCEV      
            Free surplus      capital                                           
Opening MCEV          112        1,212         1,324        1,089     2,413     
New business                                                                    
value                (75)           63          (12)           62        50     
Expected                                                                        
existing                                                                        
business                                                                        
contribution                                                                    
(reference                                                                      
rate)                   9           92           101          131       232     
Expected                                                                        
existing                                                                        
business                                                                        
contribution                                                                    
(in excess                                                                      
of reference                                                                    
rate)                   2           17            19            8        27     
Transfers                                                                       
from VIF and                                                                    
required                                                                        
capital                                                                         
to free                                                                         
surplus               296        (131)           165        (165)         -     
Experience                                                                      
variances              33         (30)             3         (19)      (16)     
Assumption                                                                      
changes                 8            -             8         (33)      (25)     
Other                                                                           
operating                                                                       
variance               95        (120)          (25)           34         9     
Operating                                                                       
MCEV                                                                            
earnings              368        (109)           259           18       277     
Economic                                                                        
variances             201           21           222            8       230     
Other                                                                           
non-operating                                                                   
variance              (1)            -           (1)           33        32     
Total MCEV                                                                      
earnings              568         (88)           480           59       539     
Closing                                                                         
adjustments         (414)            2         (412)            6     (406)     
Capital and                                                                     
dividend                                                                        
flows               (419)            -         (419)            -     (419)     
Foreign                                                                         
exchange                                                                        
variance                5            2             7            6        13     
Closing MCEV          266        1,126         1,392        1,154     2,546     
Return on                                                                       
MCEV (RoEV)                                                                     
% per annum                                                           11.7%     
* The MCEV for South Africa is presented after the adjustment for market value  
of life funds` investments in Group equity and debt instruments.                
The experience variances were driven by negative persistency experience and     
one-off and special project costs which were partially offset by favourable     
mortality and disability experience and positive maintenance expense            
experience.                                                                     
The main operating assumption changes related to maintenance expense savings    
being reflected in the updated assumptions and the positive impact of changes   
in annuitant mortality assumptions which were offset by the negative impact of  
changes to persistency assumptions that have been reviewed in light of the      
recent adverse experience.                                                      
The other operating variances mainly include improvements in valuation models   
and methodology.                                                                
The other non-operating variances relate to reduction in the corporate tax rate 
from 29% to 28% and the impact of changing the asset allocation backing         
required capital.                                                               
The capital and dividend flows mainly include dividend payments (net of         
dividends received from Nedbank and Mutual & Federal) and increased investment  
in Old Mutual plc loan notes and the purchase of additional shares in Nedbank   
and Mutual & Federal. These capital flows arose from excess capital and did not 
adversely affect the solvency position of the South African life company.       
Return on MCEV is the operating MCEV earnings after tax divided by opening MCEV 
in Rand.                                                                        
4 (iv) Analysis of covered business MCEV earnings (after tax) continued  GBPm   
                                            Year ended                          
31 December                          
United States covered business                 2008                             
                  Free     Required      Adjusted     Value of                  
               surplus      capital     net worth     in-force        MCEV      
Opening MCEV                                                                    
New business         81          424           505         (43)         462     
value             (177)           93          (84)           18        (66)     
Expected                                                                        
existing                                                                        
business                                                                        
contribution                                                                    
(reference rate)      2           12            14           10          24     
Expected                                                                        
existing                                                                        
business                                                                        
contribution                                                                    
(in excess of                                                                   
reference rate)       -            1             1           20          21     
Transfers from                                                                  
VIF and                                                                         
required                                                                        
capital                                                                         
to free surplus     128         (41)            87         (87)           -     
Experience                                                                      
variances           113         (58)            55        (206)       (151)     
Assumption                                                                      
changes            (74)            -          (74)        (425)       (499)     
Other operating                                                                 
variance              -            -             -           69          69     
Operating MCEV                                                                  
earnings             (8)            7           (1)        (601)       (602)    
Economic                                                                        
variances         (529)            -         (529)      (1,047)     (1,576)     
Other                                                                           
non-operating                                                                   
variance              -            -             -            -           -     
Total MCEV                                                                      
earnings          (537)            7         (530)      (1,648)     (2,178)     
Closing                                                                         
adjustments         713          153           866        (459)         407     
Capital and                                                                     
dividend flows      651            -           651            -         651     
Foreign                                                                         
exchange                                                                        
variance             62          153           215        (459)       (244)     
Closing MCEV        257          584           841      (2,150)     (1,309)     
Return on MCEV                                                                  
(RoEV) % per annum                                                   -121.4%    
Year ended                        
                                              31 December                       
United States covered business                   2007                           
                                            Adjusted     Value of               
Free     Required                                           
                                          net worth     in-force      MCEV      
                 surplus      capital                                           
Opening MCEV           64          390           454          371       825     
New business value  (181)           96          (85)          116        31     
Expected existing                                                               
business                                                                        
contribution                                                                    
(reference rate)        3           15            18           20        38     
Expected existing                                                               
business                                                                        
contribution                                                                    
(in excess of                                                                   
reference rate)         -            2             2           16        18     
Transfers from                                                                  
VIF and required                                                                
capital                                                                         
to free surplus       115         (59)            56         (56)         -     
Experience                                                                      
variances              84         (15)            69         (99)      (30)     
Assumption changes     26            -            26        (123)      (97)     
Other operating                                                                 
variance               18            -            18           53        71     
Operating MCEV                                                                  
earnings               65           39           104         (73)        31     
Economic variances   (30)            -          (30)        (333)     (363)     
Other                                                                           
non-operating                                                                   
variance                -            -             -            -         -     
Total MCEV                                                                      
earnings               35           39            74        (406)     (332)     
Closing                                                                         
adjustments          (18)          (5)          (23)          (8)      (31)     
Capital and                                                                     
dividend flows       (18)            -          (18)            -      (18)     
Foreign exchange                                                                
variance                -          (5)           (5)          (8)      (13)     
Closing MCEV           81          424           505         (43)       462     
Return on MCEV                                                                  
(RoEV) % per annum                                                     4.1%     
The segment results of United States include Old Mutual Reassurance (Ireland)   
Limited (OMRe), which provides reinsurance to the United States Life Companies, 
and Old Mutual (Bermuda) Limited.                                               
The negative experience variances were largely driven by higher than expected   
lapses on the fixed deferred and indexed annuity products and by reinsurance    
deals which were priced to be broadly cost-neutral on a real-world basis. Other 
negative experience variances included lighter than expected mortality on the   
immediate annuity book and an expense overrun. There was an offsetting positive 
tax variance.                                                                   
The main operating assumption changes related to a strengthening of mortality   
assumptions on part of the immediate annuity book, changes to variable annuity  
reserving and increased expense assumptions.                                    
The capital and dividend flows were mainly due to capital injections from Old   
Mutual plc during the year.                                                     
Return on MCEV is the operating MCEV earnings after tax divided by opening MCEV 
in US Dollar.                                                                   
5 Adjustments applied in determining total Group MCEV earnings before tax       
                                                                Year ended      
                                                               31 December      
                                                                      2008      
Covered                                        
Analysis of adjusting items      business       Non-covered     Total Group     
                                    MCEV     business IFRS            MCEV      
Income/(expense)                                                                
Goodwill impairment and                                                         
amortisation of non-                                                            
covered business acquired                                                       
intangible assets and                                                           
impact of acquisition accounting        -              (12)            (12)     
Economic variances                (2,480)              (72)         (2,552)     
Other non-operating variances        (79)                 -            (79)     
Acquired/divested business              -                53              53     
Closure of unclaimed share trust        -                 -               -     
Dividends declared to holders of                                                
perpetual                                                                       
preferred callable securities           -                43              43     
Adjusting items relating to US                                                  
Asset Management                                                                
equity plans and minority holders       -                 7               7     
Fair value gains on Group debt                                                  
instruments                             -               503             503     
Adjusting items                   (2,559)               522         (2,037)     
                                                                      GBPm      
                                                                Year ended      
31 December      
                                                                      2007      
                                 Covered                                        
Analysis of adjusting items      business       Non-covered     Total Group     
MCEV     business IFRS            MCEV      
Income/(expense)                                                                
Goodwill impairment and                                                         
amortisation of non-                                                            
covered business acquired                                                       
intangible assets and                                                           
impact of acquisition accounting        -              (11)            (11)     
Economic variances                  (114)               (7)           (121)     
Other non-operating variances          48                 -              48     
Acquired/divested business            (1)                25              24     
Closure of unclaimed share trust        -                 1               1     
Dividends declared to holders of                                                
perpetual                                                                       
preferred callable securities           -                40              40     
Adjusting items relating to US                                                  
Asset Management                                                                
equity plans and minority holders       -                11              11     
Fair value gains on Group debt                                                  
instruments                             -                29              29     
Adjusting items                      (67)                88              21     
6 Other movements in net equity impacting Group MCEV                            
                                                                Year ended      
                                                               31 December      
                                                                      2008      
Covered       Non-covered     Total Group      
                           business MCEV     business IFRS            MCEV      
Fair value gains/(losses)               -                 -               -     
Net investment hedge                    -             (281)           (281)     
Currency translation                                                            
differences/exchange                                                            
differences on translating                                                      
foreign operations                    (7)                59              52     
Aggregate tax effects of                                                        
items taken directly to or                                                      
transferred from equity                 -               (1)             (1)     
Other movements                         -              (49)            (49)     
Net income recognised                                                           
directly into equity                  (7)             (272)           (279)     
Dividend for the year                (22)             (373)           (395)     
Share buy back                          -             (175)           (175)     
Net issues of ordinary                                                          
share capital by the                                                            
Company                                 -                 5               5     
Exercise of share options               -                 5               5     
Fair value of equity                                                            
settled share options                   -                26              26     
Other movements in net                                                          
equity                               (29)             (784)           (813)     
GBPm      
                                                                Year ended      
                                                               31 December      
                                                                      2007      
Covered                                        
                                business       Non-covered     Total Group      
                                    MCEV     business IFRS            MCEV      
Fair value gains/(losses)               -                21              21     
Net investment hedge                    -              (13)            (13)     
Currency translation                                                            
differences/exchange                                                            
differences on translating                                                      
foreign operations                    102                18             120     
Aggregate tax effects of items                                                  
taken directly to or                                                            
transferred from equity                 -                13              13     
Other movements                         -                29              29     
Net income recognised directly                                                  
into equity                           102                68             170     
Dividend for the year               (412)                39           (373)     
Share buy back                          -             (177)           (177)     
Net issues of ordinary share                                                    
capital by the                                                                  
Company                                 -                 3               3     
Exercise of share options               -                 9               9     
Fair value of equity settled                                                    
share options                           -                36              36     
Other movements in net equity       (310)              (22)           (332)     
7 Reconciliation of MCEV adjusted net worth to IFRS net asset value for the     
covered business                                                                
The table below provides a reconciliation of the MCEV adjusted net worth (ANW)  
to the IFRS net asset value (NAV) for the covered business.                     
Year ended 31 December 2008          
                                    Total                                       
                                                   UK     Nordic      ELAM      
IFRS net asset value*                5,907       2,064      1,323     1,228     
Adjustment to include long-term                                                 
business on a statutory solvency                                                
basis                              (2,461)     (1,200)      (973)     (576)     
Adjustment for market value of                                                  
life funds` investments in Group                                                
equity and debt instruments            236           -          -         -     
Adjustments to exclude acquisition                                              
of goodwill from the covered                                                    
business                           (1,299)       (586)      (187)     (526)     
MCEV adjusted net worth              2,383         278        163       126     
                                                                      GBPm      
                                                        Rest of     United      
Africa     States      
                                               OMSA                             
IFRS net asset value*                            536          66        690     
Adjustment to include long-term business on a                                   
statutory solvency  basis                        133           4        151     
Adjustment for market value of life funds`                                      
investments in Group                                                            
equity and debt instruments                      236           -          -     
Adjustments to exclude acquisition of goodwill                                  
from the covered business                          -           -          -     
MCEV adjusted net worth                          905          70        841     
                                              Year ended 31 December 2007       
Total                                       
                                                   UK     Nordic      ELAM      
IFRS net asset value*                6,199       2,017      1,222       945     
Adjustment to include long-term                                                 
business on a statutory solvency                                                
basis                              (3,055)     (1,160)      (931)     (490)     
Adjustment for market value of                                                  
life funds` investments in Group                                                
equity and debt instruments            492                                      
Adjustments to exclude acquisition                                              
of goodwill from the covered                                                    
business                           (1,215)       (581)      (169)     (405)     
MCEV adjusted net worth              2,421         276        122        50     
                                                                      GBPm      
                                                        Rest of     United      
                                                        Africa      States      
OMSA                             
IFRS net asset value*                            757     72           1,186     
Adjustment to include long-term business on a                                   
statutory solvency                                                              
basis                                            143     4            (621)     
Adjustment for market value of life funds`                                      
investments in Group                                                            
equity and debt instruments                      492                            
Adjustments to exclude acquisition of goodwill                                  
from the covered                                                                
business                                                               (60)     
MCEV adjusted net worth                        1,392     76             505     
* IFRS net asset value is after elimination of intercompany loans.              
The adjustment to include long-term business on a statutory solvency basis      
includes the following:                                                         
The excess of the IFRS amount of the deferred acquisition cost (DAC) and        
value of business acquired (VOBA) assets over the statutory levels included in  
the VIF.                                                                        
When projecting future profits on a statutory basis, the VIF includes the       
shareholders` value of unrealised capital gains. To the extent that assets in   
IFRS are valued at market and the market value is higher than the statutory     
book value, these profits have already been taken into account in the IFRS      
equity.                                                                         
8 Value of new business (after tax)                                             
The tables below set out the geographic analysis of the value of new business   
(VNB) after tax. New business profitability is measured by both the ratio of    
the VNB to the present value of new business premiums (PVNBP) as well as to the 
annual premium equivalent (APE), and shown under PVNBP margin and APE margin    
below. APE is calculated as recurring premiums plus 10 per cent of single       
premiums.                                                                       
As mentioned earlier for the South African business, healthcare administration  
business is no longer recognised as part of the VNB of covered business as      
previously reported under EEV. A similar consideration applies to other new     
business measures such as PVNBP and APE.                                        
                                                                      GBPm      
                                                Year ended      Year ended      
31 December     31 December      
                                                      2008            2007      
Annualised recurring premiums                                                   
UK                                                      202             186     
Nordic                                                  174             128     
Europe and Latin America                                100             102     
OMSA                                                    212             213     
Rest of Africa                                           11              11     
United States                                            33              39     
                                                       732             679      
Single premiums                                                                 
UK                                                    3,938           5,540     
Nordic                                                  384             193     
Europe and Latin America                                679             879     
OMSA                                                  1,248           1,073     
Rest of Africa                                           51              43     
United States                                         2,475           2,962     
                                                     8,775          10,690      
PVNBP                                                                           
UK                                                    4,902           6,311     
Nordic                                                  991             690     
Europe and Latin America                              1,238           1,494     
OMSA                                                  2,317           2,268     
Rest of Africa                                          120              98     
United States                                         2,694           3,185     
                                                    12,262          14,046      
PVNBP capitalisation factors*                                                   
UK                                                      4.8             4.3     
Nordic                                                  3.5             3.9     
Europe and Latin America                                5.6             6.1     
OMSA                                                    5.1             5.6     
Rest of Africa                                          6.0             5.0     
United States                                           6.7             5.7     
APE                                                                             
UK                                                      596             740     
Nordic                                                  213             147     
Europe and Latin America                                168             190     
OMSA                                                    336             321     
Rest of Africa                                           17              15     
United States                                           281             335     
1,611           1,748      
VNB                                                                             
UK                                                       67              81     
Nordic                                                   32              23     
Europe and Latin America                                 10              38     
OMSA                                                     54              50     
Rest of Africa                                            7               7     
United States                                          (66)              31     
GBPm      
                                                Year ended      Year ended      
                                               31 December     31 December      
                                                      2008            2007      
PVNBP margin                                                                    
UK                                                     1.4%            1.3%     
Nordic                                                 3.3%            3.3%     
Europe and Latin America                               0.8%            2.6%     
OMSA                                                   2.3%            2.2%     
Rest of Africa                                         5.8%            7.1%     
United States                                         -2.4%            1.0%     
                                                      0.8%            1.7%      
APE margin                                                                      
UK                                                      11%             11%     
Nordic                                                  15%             16%     
Europe and Latin America                                 6%             20%     
OMSA                                                    16%             15%     
Rest of Africa                                          41%             47%     
United States                                          -23%              9%     
                                                        6%             13%      
* The PVNBP capitalisation factors are calculated as follows: (PVNBP - single   
premiums) / annualised recurring premiums                                       
The value of new individual unit trust linked retirement annuities and pension  
fund asset management business written by the South Africa long-term business,  
which amounted to GBP458 million in the year ended 31 December 2008 (year ended 
31 December 2007: GBP435 million), is excluded as the profits on this business  
arise in the asset management business. The value of new business also excludes 
premium increases arising from indexation arrangements in respect of existing   
business, as these are already included in the value of in- force business.     
The value of new institutional investment platform pensions business written in 
the United Kingdom, the gross premium of which amounted to GBP239 million for   
the year ended 31 December 2008 (year ended 31 December 2007: GBP165 million),  
is excluded as this is more appropriately classified as mutual fund business.   
9 Product analysis of new covered business premiums                             
                                                                      GBPm      
                                  Year ended                    Year ended      
31 December      
                                 31 December                                    
                                        2008                          2007      
UK                  Recurring                     Recurring                     
Single                        Single      
Total business            202           3,938           186           5,540     
Unit-linked                                                                     
assurance                 202           3,938           183           5,540     
Life                        -               -             3               -     
                                                                      GBPm      
                                  Year ended                    Year ended      
                                                               31 December      
31 December                                    
                                                                      2007      
                                        2008                                    
Nordic              Recurring                     Recurring          Single     
Single                                    
Total business            174             384           128             193     
Unit-linked                                                                     
assurance                 174             384           128             193     
Life                        -               -             -               -     
                                                                      GBPm      
                                  Year ended                    Year ended      
                                                               31 December      
31 December                                    
                                                                      2007      
                                        2008                                    
Europe and Latin                                                                
America             Recurring          Single     Recurring          Single     
Total business            100             679           102             879     
Unit-linked                                                                     
assurance                  94             401           100             873     
Life                        6             278             2               6     
                                                                      GBPm      
                                  Year ended                    Year ended      
                                 31 December                   31 December      
2008                          2007      
OMSA                Recurring          Single     Recurring          Single     
Total business            212           1,248           213           1,073     
Individual business       199             595           198             617     
Savings                    48             451            47             472     
Protection                 65               -            74               5     
Annuity                     -             143             -             139     
Retail mass market         86               1            77               1     
Group business             13             653            15             456     
Savings                     5             423             5             376     
Protection                  8               1            10               1     
Annuity                     -             229             -              79     
9 Product analysis of new covered business premiums continued                   
                                                                      GBPm      
                                  Year ended                    Year ended      
                                                               31 December      
31 December                                    
                                        2008                          2007      
Rest of Africa      Recurring                     Recurring                     
                                      Single                        Single      
Total business             11              51            11              43     
Individual business        10              27            10              25     
Savings                     3              26             3              23     
Protection                  3               -             3               -     
Annuity                     -               1             -               2     
Retail mass market          4               -             4               -     
Group business              1              24             1              18     
Savings                     1              21             1              18     
Protection                  -               -             -               -     
Annuity                     -               3             -               -     
                                                                      GBPm      
                                  Year ended                    Year ended      
31 December                   31 December      
                                        2008                          2007      
United States       Recurring          Single     Recurring          Single     
Total business             33           2,475            39           2,962     
Fixed deferred                                                                  
annuity                     -             327             -              97     
Fixed indexed                                                                   
annuity                     -             627             -             960     
Variable annuity            -           1,339             -           1,757     
Life                       33              43            39              18     
Immediate annuity           -             139             -             130     
10 Drivers of new business value*                                               
GBPm      
                                                                Year ended      
Total covered business**                                        31 December     
                                                                      2008      
PVNBP                       
                                                              APE Margin %      
                                                 Margin %                       
Margin at the end of comparative period               1.7%            13.5%     
Change in volume                                      0.1%             0.2%     
Change in product mix                                -0.2%            -1.8%     
Change in country mix                                 0.0%             0.0%     
Change in operating assumptions                      -0.3%            -2.7%     
Change in economic assumptions                       -0.3%            -2.6%     
Exchange rate movements                              -0.2%            -0.5%     
Margin at the end of the period                       0.8%             6.1%     
UK covered business***                                                          
Margin at the end of comparative period               1.3%            11.1%     
Change in volume                                      0.0%            -0.5%     
Change in product mix                                 0.0%             0.2%     
Change in country mix                                 0.0%             0.0%     
Change in operating assumptions                       0.1%             1.0%     
Change in economic assumptions                        0.0%            -0.5%     
Margin at the end of the period                       1.4%            11.3%     
Nordic covered business***                                                      
Margin at the end of comparative period               3.3%            15.7%     
Change in volume                                      0.4%             2.9%     
Change in product mix                                 0.2%            -0.2%     
Change in country mix                                 0.0%             0.0%     
Change in operating assumptions                      -0.5%            -2.2%     
Change in economic assumptions                       -0.1%            -0.9%     
Margin at the end of the period                       3.3%            15.3%     
ELAM covered business***                                                        
Margin at the end of comparative period               2.6%            20.4%     
Change in volume                                     -0.7%            -5.2%     
Change in product mix                                -0.3%            -1.9%     
Change in country mix                                 0.0%            -0.3%     
Change in operating assumptions                      -0.8%            -6.8%     
Change in economic assumptions                        0.0%            -0.2%     
Margin at the end of the period                       0.8%             6.0%     
OMSA covered business***                                                        
Margin at the end of comparative period               2.2%            15.4%     
Change in volume                                      0.2%             1.8%     
Change in product mix                                -0.1%            -0.7%     
Change in country mix                                 0.0%             0.0%     
Change in operating assumptions                       0.1%             0.5%     
Change in economic assumptions                       -0.1%            -0.9%     
Margin at the end of the period                       2.3%            16.1%     
United States covered business***                                               
Margin at the end of comparative period               1.0%             9.4%     
Change in volume                                     -0.2%            -2.1%     
Change in product mix                                -0.7%            -6.5%     
Change in country mix                                 0.0%             0.0%     
Change in operating assumptions                      -1.3%           -12.7%     
Change in economic assumptions                       -1.2%           -11.5%     
Margin at the end of the period                      -2.4%           -23.4%     
* Prior year MCEV comparatives of drivers of new business value are not         
available as no restatement was performed for VNB and PVNBP in 2006. Also note  
that results for the `Rest of Africa` are included in the drivers of new        
business value of total covered business, but that no separate analysis is      
shown for such business from a materiality perspective.                         
**  The PVNBP and APE per cent margin changes are calculated in Sterling.       
*** The PVNBP and APE per cent margin changes are calculated in local currency. 
11 Sensitivity tests                                                            
The tables below show the sensitivity of the MCEV, value of in-force business   
at 31 December 2008 and the value of new business for the year ended 31         
December 2008 to changes in key assumptions. Note that no sensitivity results   
are shown for the `Rest of Africa` from a materiality perspective.              
For each sensitivity illustrated all other assumptions have been left unchanged 
except where they are directly affected by the revised conditions. Sensitivity  
scenarios therefore include consistent changes in cash flows directly affected  
by the changed assumption(s), for example future bonus participation in changed 
economic scenarios.                                                             
In some jurisdictions the reserving basis that underlies shareholder            
distributable cash flows is dynamic, and in theory some sensitivities could     
change not only future experience but also reserving levels. Modelling of       
dynamic reserves is extremely complex and the effect on value is second-order.  
Therefore, in performing the sensitivities, reserving bases have been kept      
constant whilst only varying future experience assumptions with similar         
considerations applying to required capital. However the sensitivities for      
South Africa in respect of an increase/decrease of all pre-tax investment and   
economic assumptions and an increase/decrease in equity and property market     
values allow for the change in the time value of financial options and          
guarantees that form part of the investment guarantee reserves.                 
The sensitivities for an increase/decrease in all pre-tax investment and        
economic assumptions (with credited rates and discount rates changing           
commensurately) are calculated in line with a parallel shift in risk free       
reference spot rates rather than risk free reference forward rates. However,    
the 1 per cent reduction is limited so that it does not lead to negative risk   
free reference rates.                                                           
The equity and property sensitivities make allowance for rebalancing of asset   
portfolios.                                                                     
VNB sensitivities assume that the scenario arises immediately after point of    
sale of the contract. Therefore no allowance is made for the ability to         
re-price any contracts in the sensitivity scenarios, apart from the mortality   
sensitivities for the South African business where allowance is made for        
changes in the pricing basis for products with reviewable premiums.             
31 December 2008             GBPm      
                                                 Value of                       
UK                                                in-force     Value of new     
                                        MCEV     business         business      
Central assumptions                     1,671        1,393               67     
Effect of:                                                                      
Required capital equal to the minimum                                           
statutory requirement                   1,674        1,396               67     
Increasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                 1,633        1,364               61     
Decreasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                 1,712        1,426               74     
Equity and property market value                                                
increasing by 10 per cent,                                                      
with all pre-tax investment and                                                 
economic assumptions unchanged          1,720        1,442                -     
Equity and property market value                                                
decreasing by 10 per cent,                                                      
with all pre-tax investment and                                                 
economic assumptions unchanged          1,623        1,345                -     
10bps contraction on corporate bond                                             
spreads                                 1,671        1,393                -     
25 per cent multiplicative increase in                                          
equity and property implied                                                     
volatilities                            1,671        1,393               67     
25 per cent multiplicative increase in                                          
swaption implied volatilities           1,671        1,393               67     
Voluntary discontinuance rates                                                  
decreasing by 10 per cent               1,742        1,464               79     
Maintenance expense levels decreasing                                           
by 10 per cent,                                                                 
with no corresponding increase in                                               
policy charges                          1,703        1,425               70     
Mortality and morbidity assumptions for                                         
assurances decreasing by 5 per cent,                                            
with no corresponding increase in                                               
policy charges                          1,672        1,394               67     
Mortality assumption for annuities                                              
decreasing by 5 per cent,                                                       
with no corresponding increase in                                               
policy charges                          1,671        1,393               67     
For value of new business, acquisition                                          
expenses other than commission and                                              
commission related                                                              
expenses increasing by 10 per cent,                                             
with no corresponding increase in                                               
policy charges                              -            -               60     
Residual non-hedgeable risk capital                                             
reduced to incorporate diversification                                          
benefits between                                                                
hedgeable and non-hedgeable risks for                                           
covered business                        1,676        1,398               68     
Economic capital for residual                                                   
non-hedgeable risks calculated assuming                                         
a 99.93 per cent                                                                
confidence level which is targeted by                                           
an internal economic capital model      1,660        1,381               66     
11 Sensitivity tests continued                                                  
                                         31 December 2008             GBPm      
                                                 Value of                       
Nordic                                            in-force     Value of new     
                                        MCEV     business         business      
Central assumptions                     1,045          882               32     
Effect of:                                                                      
Required capital equal to the minimum                                           
statutory requirement                   1,045          882               32     
Increasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                 1,016          853               31     
Decreasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                 1,076          914               33     
Equity and property market value                                                
increasing by 10 per cent,                                                      
with all pre-tax investment and                                                 
economic assumptions unchanged          1,092          929                -     
Equity and property market value                                                
decreasing by 10 per cent,                                                      
with all pre-tax investment and                                                 
economic assumptions unchanged            998          835                -     
10bps contraction on corporate bond                                             
spreads                                 1,045          882                -     
25 per cent multiplicative increase in                                          
equity and property implied                                                     
volatilities                            1,045          882               32     
25 per cent multiplicative increase in                                          
swaption implied volatilities           1,045          882               32     
Voluntary discontinuance rates                                                  
decreasing by 10 per cent               1,077          914               40     
Maintenance expense levels decreasing                                           
by 10 per cent,                                                                 
with no corresponding increase in                                               
policy charges                          1,081          918               35     
Mortality and morbidity assumptions for                                         
assurances decreasing by 5 per cent,                                            
with no corresponding increase in                                               
policy charges                          1,048          885               33     
Mortality assumption for annuities                                              
decreasing by 5 per cent,                                                       
with no corresponding increase in                                               
policy charges                          1,045          882               32     
For value of new business, acquisition                                          
expenses other than commission and                                              
commission related                                                              
expenses increasing by 10 per cent,                                             
with no corresponding increase in                                               
policy charges                              -            -               31     
Residual non-hedgeable risk capital                                             
reduced to incorporate diversification                                          
benefits between                                                                
hedgeable and non-hedgeable risks for                                           
covered business                        1,057          894               34     
Economic capital for residual                                                   
non-hedgeable risks calculated assuming                                         
a 99.93 per cent                                                                
confidence level which is targeted by                                           
an internal economic capital model      1,032          869               31     
                                          31 December 2008            GBPm      
Value of                       
Europe and Latin America                          in-force     Value of new     
                                        MCEV     business         business      
Central assumptions                       713          587               10     
Effect of:                                                                      
Required capital equal to the minimum                                           
statutory requirement                     716          591               10     
Increasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                   674          549                5     
Decreasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                   755          628               16     
Equity and property market value                                                
increasing by 10 per cent,                                                      
with all pre-tax investment and economic                                        
assumptions unchanged                     728          602                -     
Equity and property market value                                                
decreasing by 10 per cent,                                                      
with all pre-tax investment and economic                                        
assumptions unchanged                     699          574                -     
10bps contraction on corporate bond                                             
spreads                                   713          587                -     
25 per cent multiplicative increase in                                          
equity and property implied volatilities  713          587               10     
25 per cent multiplicative increase in                                          
swaption implied volatilities             707          581               10     
Voluntary discontinuance rates                                                  
decreasing by 10 per cent                 733          607               13     
Maintenance expense levels decreasing by                                        
10 per cent,                                                                    
with no corresponding increase in policy                                        
charges                                   741          615               13     
Mortality and morbidity assumptions for                                         
assurances decreasing by 5 per cent,                                            
with no corresponding increase in policy                                        
charges                                   716          590               10     
Mortality assumption for annuities                                              
decreasing by 5 per cent,                                                       
with no corresponding increase in policy                                        
charges                                   713          587               10     
For value of new business, acquisition                                          
expenses other than commission and                                              
commission related                                                              
expenses increasing by 10 per cent,                                             
with no corresponding increase in policy                                        
charges                                     -            -                7     
Residual non-hedgeable risk capital                                             
reduced to incorporate diversification                                          
benefits between                                                                
hedgeable and non-hedgeable risks for                                           
covered business                          715          589               10     
Economic capital for residual                                                   
non-hedgeable risks calculated assuming                                         
a 99.93 per cent                                                                
confidence level which is targeted by an                                        
internal economic capital model           704          578               10     
                                                                      GBPm      
31 December 2008                      
                                                 Value of                       
OMSA                                              in-force     Value of new     
                                        MCEV     business         business      
Central assumptions                     1,945        1,040               54     
Effect of:                                                                      
Required capital equal to the minimum                                           
statutory requirement                   1,968        1,064               56     
Increasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                 1,920        1,014               52     
Decreasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                 1,967        1,064               55     
Equity and property market value                                                
increasing by 10 per cent,                                                      
with all pre-tax investment and                                                 
economic assumptions unchanged          2,035        1,094                -     
Equity and property market value                                                
decreasing by 10 per cent,                                                      
with all pre-tax investment and                                                 
economic assumptions unchanged          1,858          990                -     
10bps contraction on corporate bond                                             
spreads                                 1,948        1,040                -     
25 per cent multiplicative increase in                                          
equity and property implied                                                     
volatilities                            1,920        1,015               54     
25 per cent multiplicative increase in                                          
swaption implied volatilities           1,919        1,015               54     
Voluntary discontinuance rates                                                  
decreasing by 10 per cent               1,975        1,071               63     
Maintenance expense levels decreasing                                           
by 10 per cent,                                                                 
with no corresponding increase in                                               
policy charges                          2,020        1,115               60     
Mortality and morbidity assumptions for                                         
assurances decreasing by 5 per cent,                                            
with no corresponding increase in                                               
policy charges                          2,007        1,102               61     
Mortality assumption for annuities                                              
decreasing by 5 per cent,                                                       
with no corresponding increase in                                               
policy charges*                         1,932        1,027               54     
For value of new business, acquisition                                          
expenses other than commission and                                              
commission related                                                              
expenses increasing by 10 per cent,                                             
with no corresponding increase in                                               
policy charges                              -            -               48     
Residual non-hedgeable risk capital                                             
reduced to incorporate diversification                                          
benefits between hedgeable                                                      
and non-hedgeable risks for covered                                             
business                                1,968        1,063               56     
Economic capital for residual                                                   
non-hedgeable risks calculated assuming                                         
a 99.93 per cent confidence                                                     
level which is targeted by an internal                                          
economic capital model                  1,927        1,023               53     
* No impact on with-profit annuities as the mortality risk is borne by          
policyholders.                                                                  
                                          31 December 2008            GBPm      
Value of                       
United States                                     in-force     Value of new     
                                        MCEV                      business      
                                                 business                       
Central assumptions                   (1,309)      (2,150)             (66)     
Effect of:                                                                      
Required capital equal to the minimum                                           
statutory requirement                 (1,308)      (2,148)             (66)     
Increasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount                                                
rates changing commensurately         (1,177)      (2,017)             (36)     
Decreasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount                                                
rates changing commensurately         (1,494)      (2,335)            (128)     
Increasing all pre-tax investment and                                           
economic assumptions by 3 per cent,                                             
with credited rates and discount                                                
rates changing commensurately           (883)      (1,723)               41     
Decreasing all pre-tax investment and                                           
economic assumptions by 3 per cent,                                             
with credited rates and discount                                                
rates changing commensurately         (1,874)      (2,715)            (274)     
Recognising the present value of an                                             
additional 1 per cent of credit and                                             
liquidity spreads on                                                            
corporate bonds over and above the                                              
risk free reference rate over the                                               
lifetime of the liabilities                                                     
with credited rates and discount                                                
rates changing commensurately           (610)      (1,450)             (36)     
Equity and property market value                                                
increasing by 10 per cent,                                                      
with all pre-tax investment and                                                 
economic assumptions unchanged        (1,276)      (2,116)                -     
Equity and property market value                                                
decreasing by 10 per cent,                                                      
with all pre-tax investment and                                                 
economic assumptions unchanged        (1,339)      (2,180)                -     
10bps contraction on corporate bond                                             
spreads                               (1,246)      (2,087)                -     
25 per cent multiplicative increase                                             
in swaption implied volatilities      (1,698)      (2,539)             (87)     
Voluntary discontinuance rates                                                  
decreasing by 10 per cent             (1,217)      (2,058)             (62)     
Maintenance expense levels decreasing                                           
by 10 per cent,                                                                 
with no corresponding increase in                                               
policy charges                        (1,289)      (2,129)             (63)     
Mortality and morbidity assumptions                                             
for assurances decreasing by 5 per                                              
cent,                                                                           
with no corresponding increase in                                               
policy charges                        (1,298)      (2,139)             (64)     
Mortality assumption for annuities                                              
decreasing by 5 per cent,                                                       
with no corresponding increase in                                               
policy charges                        (1,329)      (2,169)             (66)     
For value of new business,                                                      
acquisition expenses other than                                                 
commission and commission related                                               
expenses increasing by 10 per cent,                                             
with no corresponding increase in                                               
policy charges                              -            -             (72)     
Residual non-hedgeable risk capital                                             
reduced to incorporate                                                          
diversification benefits between                                                
hedgeable and non-hedgeable risks for                                           
covered business                      (1,221)      (2,062)             (51)     
Economic capital for residual                                                   
non-hedgeable risks calculated                                                  
assuming a 99.93 per cent             (1,345)      (2,186)             (71)     
confidence level which is                                                       
targeted by an internal economic capital model                                  
11 Sensitivity tests continued                                                  
The 2007 tables are as follows:                                                 
                                         31 December 2007             GBPm      
                                                 Value of                       
UK                                                in-force     Value of new     
MCEV     business         business      
Central assumptions                     1,531        1,255               81     
Effect of:                                                                      
Required capital equal to the minimum                                           
statutory requirement                   1,536        1,260               81     
Increasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                 1,497        1,230               75     
Decreasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                 1,566        1,282               89     
Equity and property market value                                                
increasing by 10 per cent,                                                      
with all pre-tax investment and                                                 
economic assumptions unchanged          1,575        1,299                -     
Equity and property market value                                                
decreasing by 10 per cent,                                                      
with all pre-tax investment and                                                 
economic assumptions unchanged          1,488        1,212                -     
10bps contraction on corporate bond                                             
spreads                                 1,531        1,255                -     
25 per cent multiplicative increase in                                          
equity and property implied                                                     
volatilities                            1,531        1,255               81     
25 per cent multiplicative increase in                                          
swaption implied volatilities           1,531        1,255               81     
Voluntary discontinuance rates                                                  
decreasing by 10 per cent               1,587        1,311               96     
Maintenance expense levels decreasing                                           
by 10 per cent,                                                                 
with no corresponding increase in                                               
policy charges                          1,556        1,280               84     
Mortality and morbidity assumptions for                                         
assurances decreasing by 5 per cent,                                            
with no corresponding increase in                                               
policy charges                          1,532        1,256               82     
Mortality assumption for annuities                                              
decreasing by 5 per cent,                                                       
with no corresponding increase in                                               
policy charges                          1,531        1,255               81     
For value of new business, acquisition                                          
expenses other than commission and                                              
commission related                                                              
expenses increasing by 10 per cent,                                             
with no corresponding increase in                                               
policy charges                              -            -               72     
Residual non-hedgeable risk capital                                             
reduced to incorporate diversification                                          
benefits between hedgeable                                                      
and non-hedgeable risks for covered                                             
business                                1,543        1,267               84     
Economic capital for residual                                                   
non-hedgeable risks calculated assuming                                         
a 99.93 per cent confidence                                                     
level which is targeted by an internal                                          
economic capital model                  1,510        1,234               77     
                                          31 December 2007            GBPm      
                                                 Value of                       
Nordic                                                         Value of new     
                                                 in-force                       
                                        MCEV                      business      
                                                 business                       
Central assumptions                     1,114          992               23     
Effect of:                                                                      
Required capital equal to the minimum                                           
statutory requirement                   1,110          988               23     
Increasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                 1,092          970               22     
Decreasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                 1,137        1,016               24     
Equity and property market value                                                
increasing by 10 per cent,                                                      
with all pre-tax investment and                                                 
economic assumptions unchanged          1,183        1,061                -     
Equity and property market value                                                
decreasing by 10 per cent,                                                      
with all pre-tax investment and                                                 
economic assumptions unchanged          1,045          923                -     
10bps contraction on corporate bond                                             
spreads                                 1,114          992                -     
25 per cent multiplicative increase in                                          
equity and property implied                                                     
volatilities                            1,114          992               23     
25 per cent multiplicative increase in                                          
swaption implied volatilities           1,114          992               23     
Voluntary discontinuance rates                                                  
decreasing by 10 per cent               1,142        1,020               29     
Maintenance expense levels decreasing                                           
by 10 per cent,                                                                 
with no corresponding increase in                                               
policy charges                          1,145        1,023               25     
Mortality and morbidity assumptions for                                         
assurances decreasing by 5 per cent,                                            
with no corresponding increase in                                               
policy charges                          1,116          994               23     
Mortality assumption for annuities                                              
decreasing by 5 per cent,                                                       
with no corresponding increase in                                               
policy charges                          1,114          992               23     
For value of new business, acquisition                                          
expenses other than commission and                                              
commission related                                                              
expenses increasing by 10 per cent,                                             
with no corresponding increase in                                               
policy charges                              -            -               22     
Residual non-hedgeable risk capital                                             
reduced to incorporate diversification                                          
benefits between hedgeable                                                      
and non-hedgeable risks for covered                                             
business                                1,131        1,009               24     
Economic capital for residual                                                   
non-hedgeable risks calculated assuming                                         
a 99.93 per cent confidence                                                     
level which is targeted by an internal                                          
economic capital model                  1,100          978               22     
                                          31 December 2007             GBPm     
                                                 Value of                       
Europe and Latin America                          in-force     Value of new     
MCEV     business         business      
Central assumptions                       572          522               38     
Effect of:                                                                      
Required capital equal to the minimum                                           
statutory requirement                     571          521               38     
Increasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                   546          497               33     
Decreasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                   598          547               43     
Equity and property market value                                                
increasing by 10 per cent,                                                      
with all pre-tax investment and economic                                        
assumptions unchanged                     588          538                -     
Equity and property market value                                                
decreasing by 10 per cent,                                                      
with all pre-tax investment and economic                                        
assumptions unchanged                     556          507                -     
10bps contraction on corporate bond                                             
spreads                                   572          522                -     
25 per cent multiplicative increase in                                          
equity and property implied volatilities  572          522               38     
25 per cent multiplicative increase in                                          
swaption implied volatilities             571          521               38     
Voluntary discontinuance rates                                                  
decreasing by 10 per cent                 591          541               41     
Maintenance expense levels decreasing by                                        
10 per cent,                              588          538               41     
with no corresponding increase in policy                                        
charges                                                                         
Mortality and morbidity assumptions for                                         
assurances decreasing by 5 per cent,                                            
with no corresponding increase in policy                                        
charges                                   574          524               38     
Mortality assumption for annuities                                              
decreasing by 5 per cent,                                                       
with no corresponding increase in policy                                        
charges                                   572          522               38     
For value of new business, acquisition                                          
expenses other than commission and                                              
commission related                                                              
expenses increasing by 10 per cent,                                             
with no corresponding increase in policy                                        
charges                                     -            -               36     
Residual non-hedgeable risk capital                                             
reduced to incorporate diversification                                          
benefits between hedgeable                                                      
and non-hedgeable risks for covered                                             
business                                  576          526               38     
Economic capital for residual                                                   
non-hedgeable risks calculated assuming                                         
a 99.93 per cent confidence                                                     
level which is targeted by an internal                                          
economic capital model                    562          512               37     
                                         31 December 2007             GBPm      
                                                 Value of                       
OMSA                                              in-force     Value of new     
MCEV     business         business      
Central assumptions                     2,546        1,154               50     
Effect of:                                                                      
Required capital equal to the minimum                                           
statutory requirement                   2,575        1,182               52     
Increasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                 2,522        1,127               48     
Decreasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                 2,568        1,178               50     
Equity and property market value                                                
increasing by 10 per cent,                                                      
with all pre-tax investment and                                                 
economic assumptions unchanged          2,693        1,210                -     
Equity and property market value                                                
decreasing by 10 per cent,                                                      
with all pre-tax investment and                                                 
economic assumptions unchanged          2,398        1,096                -     
10bps contraction on corporate bond                                             
spreads                                 2,549        1,154                -     
25 per cent multiplicative increase in                                          
equity and property implied                                                     
volatilities                            2,526        1,134               50     
25 per cent multiplicative increase in                                          
swaption implied volatilities           2,540        1,147               50     
Voluntary discontinuance rates                                                  
decreasing by 10 per cent               2,577        1,185               57     
Maintenance expense levels decreasing                                           
by 10 per cent,                                                                 
with no corresponding increase in                                               
policy charges                          2,625        1,233               55     
Mortality and morbidity assumptions for                                         
assurances decreasing by 5 per cent,                                            
with no corresponding increase in                                               
policy charges                          2,600        1,208               57     
Mortality assumption for annuities                                              
decreasing by 5 per cent,                                                       
with no corresponding increase in                                               
policy charges*                         2,537        1,145               49     
For value of new business, acquisition                                          
expenses other than commission and                                              
commission related                                                              
expenses increasing by 10 per cent,                                             
with no corresponding increase in                                               
policy charges                              -            -               44     
Residual non-hedgeable risk capital                                             
reduced to incorporate diversification                                          
benefits between hedgeable                                                      
and non-hedgeable risks for covered                                             
business                                2,567        1,175               51     
Economic capital for residual                                                   
non-hedgeable risks calculated assuming                                         
a 99.93 per cent confidence                                                     
level which is targeted by an internal                                          
economic capital model                  2,530        1,138               48     
* No impact on with-profit annuities as the mortality risk is borne by          
policyholders.                                                                  
31 December 2007             GBPm      
                                                 Value of                       
United States                                     in-force     Value of new     
                                        MCEV     business         business      
Central assumptions                       462         (43)               31     
Effect of:                                                                      
Required capital equal to the minimum                                           
statutory requirement                     485         (20)               37     
Increasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                   253        (252)               52     
Decreasing all pre-tax investment and                                           
economic assumptions by 1 per cent,                                             
with credited rates and discount rates                                          
changing commensurately                   580           75                2     
Recognising the present value of an                                             
additional 1 per cent of credit and                                             
liquidity spreads on corporate                                                  
                                         754         (22)               52      
bonds over and above the risk free                                              
reference rate over the lifetime of the                                         
liabilities                                                                     
with credited rates and discount rates                                          
changing commensurately                   754         (22)               52     
Equity and property market value                                                
increasing by 10 per cent,                                                      
with all pre-tax investment and economic                                        
assumptions unchanged                     463         (42)                -     
Equity and property market value                                                
decreasing by 10 per cent,                                                      
with all pre-tax investment and economic                                        
assumptions unchanged                     461         (44)                -     
10bps contraction on corporate bond                                             
spreads                                   494         (11)                -     
25 per cent multiplicative increase in                                          
swaption implied volatilities             406         (99)             (17)     
Voluntary discontinuance rates                                                  
decreasing by 10 per cent                 536           31               56     
Maintenance expense levels decreasing by                                        
10 per cent,                                                                    
with no corresponding increase in policy                                        
charges                                   465         (40)               35     
Mortality and morbidity assumptions for                                         
assurances decreasing by 5 per cent,                                            
with no corresponding increase in policy                                        
charges                                   464         (41)               32     
Mortality assumption for annuities                                              
decreasing by 5 per cent,                                                       
with no corresponding increase in policy                                        
charges                                   447         (58)               23     
For value of new business, acquisition                                          
expenses other than commission and                                              
commission related                                                              
expenses increasing by 10 per cent,                                             
with no corresponding increase in policy                                        
charges                                     -            -               25     
Residual non-hedgeable risk capital                                             
reduced to incorporate diversification                                          
benefits between hedgeable                                                      
and non-hedgeable risks for covered                                             
business                                  493         (12)               41     
Economic capital for residual                                                   
non-hedgeable risks calculated assuming                                         
a 99.93 per cent confidence                                                     
level which is targeted by an internal                                          
economic capital model                    449         (56)               27     
12 Key changes in MCEV methodology and assumptions                              
Notes 2 and 3 describe the methodology and assumptions used under the MCEV      
reporting framework.                                                            
The major change in Old Mutual`s overall approach for deriving its MCEV         
compared to the approach adopted for EEV is the allowance for risk. Under MCEV  
a bottom-up allowance is made for financial risks (in particular asset and      
liability cash flows are valued using risk discount rates consistent with those 
applied to similar cash flows in the capital markets and financial options and  
guarantees are valued using market consistent models calibrated to observable   
market prices) and an explicit allowance is made for the cost of residual non-  
hedgeable risks in the covered business. In contrast, under EEV a top-down      
allowance was made for all risks by means of the risk margin included in the    
single risk discount rate applicable for each geography and the value placed on 
the time value of financial options and guarantees. The MCEV methodology        
therefore makes a more granular allowance for the differences in the risk       
profile of different blocks of business than the EEV methodology.               
A summary of the key changes arising in the move from the EEV to MCEV reporting 
framework previously adopted is set out in the table below.                     
                                                  EEV                           
Overall allowance     Risk discount rates are calibrated to produce EEV         
for risk              results which are equal to an Embedded Value that is      
approximated using bottom-up market consistent            
                      techniques that were considered acceptable market         
                      practice at the time of implementation of the EEV         
                      Principles in May 2005.                                   
Economic              Investment return assumptions are set with reference      
assumptions           to real-world assumptions, which include allowance for    
                      expected risk premiums on assets such as equities and     
                      corporate bonds, without directly adjusting for the risk  
inherent in these returns. A margin is added to the       
                      discount rate to reflect the risks within the business.   
Treatment of          Any decrease/increase in credit spreads has a limited     
unrealised            impact on Embedded Value as only the assets backing       
corporate bond        the adjusted net worth, which in the past were largely    
gains/losses for US   cash assets, are marked to market. For example, an        
business              increase in credit spreads would be modelled as           
                      follows:                                                  
- On existing assets the only losses capitalised    
                              would be on realised losses on projected sale     
                              of assets.                                        
                             - For new bond purchases credit is taken for       
the increased spread which is recognised as      
                               higher expected future income within VIF,        
                               offsetting some of the losses on the sale of     
                               existing assets.                                 
Valuation of time    Not all stochastic models are required to be market        
value of financial   consistent with real world stochastic models being used    
options and          in the US.                                                 
guarantees                                                                      
Cost of capital vs.  EEV includes allowance for the `cost of required           
frictional costs     capital`.                                                  
Cost of residual     No explicit allowance is made for such risks, although     
non-hedgeable risks  an implicit allowance is permitted in the risk discount    
rate for each geography.                                   
PVNBP                Under EEV the PVNBP is calculated by discounting the       
                     projected premiums using single risk discount rate         
                     applicable in each geography.                              
Presentation of      The EEV Principles do not prescribe the format of the      
earnings             presentation of earnings. The expected existing            
                     business contribution is calculated as the sum of the      
                     unwind of the VIF at the risk discount rate and the        
expected real world returns on the adjusted net worth.     
Sensitivities        EEV Principles prescribe less mandatory sensitivities      
                     than the MCEV Principles.                                  
Adjusted Group       The treatment of all business other than the covered       
MCEV                 business is the same as in the primary financial           
                     statements.                                                
                                               MCEV                             
Overall allowance    The aggregate allowance for risk across all businesses     
for risk             under EEV is not aligned with the requirements under       
                     the new MCEV Principles.                                   
Economic             Both investment return and discount rate assumptions       
assumptions          are set in relation to risk free reference rates, defined  
as swap yields. As a result of current dislocated          
                     markets, adjusted risk free reference rates for US         
                     onshore business include a liquidity adjustment at 31      
                     December 2008 to reflect the large liquidity premium       
inherent in corporate bond spreads at that date. No up-    
                     front value is placed on any risk premiums in excess of    
                     the adjusted risk free reference rates. Such risk          
                     premiums are only recognised in MCEV reporting as          
and when they are earned.                                  
Treatment of         All assets are marked to market. Since investment          
unrealised           return assumptions are set with reference to swap          
corporate bond       rates, any increase in credit spreads will have a direct   
gains/losses for US  impact on the Embedded Value to the extent that such       
business             losses can not be passed onto policyholders through        
                     changes in future bonus / crediting rates (where these     
                     are set subject to contractual guarantees and taking       
into account competitive considerations and                
                     consequent lapse activity) over the remaining lifetime of  
                     the in-force policies.                                     
Valuation of time    MCEV reporting requires the use of market consistent       
value of financial   stochastic models with volatility assumptions being set    
options and          with reference to market implied volatilities, as derived  
guarantees           from derivative quotes in the capital markets for the      
                     relevant term and instrument type.                         
Cost of capital vs.  MCEV explicitly allows for frictional costs, defined as    
frictional costs     the tax and investment expenses associated with            
                     required capital.                                          
Cost of residual     Explicit allowance is made for the cost of these risks     
non-hedgeable risks  which represents a charge for the uncertainty arising in   
                     the best estimate of shareholder cash flows resulting      
                     from such residual non-hedgeable risks.                    
OLD MUTUAL plc PRELIMI                                                          
PVNBP                Discounting uses term dependent risk free reference        
                     rates. As risk discount rates used under EEV are on        
                     average greater than the risk free reference rates used    
                     under MCEV, MCEV provides an increase in PVNBP             
and a corresponding decrease in PVNBP margins              
                     (assuming all other things including VNB being equal).     
Presentation of      MCEV Principles prescribe the formats for the              
earnings             presentations of analyses of MCEV earnings and             
Group MCEV earnings. The following material changes        
                     in the presentation of the analyses of MCEV earnings       
                     have been adopted:                                         
                      - MCEV calculates the expected existing business          
contribution by projecting both actual assets and       
                        actual liabilities (including assets backing the free   
                        surplus and required capital) from the start of the     
                        reporting period to the end of the reporting period     
using expected real-world earned rates of return        
                        for the 1-year period.                                  
                      - Contrary to previous EEV treatment, the impact          
                        of changes in local regulations and taxation are        
excluded from operating MCEV earnings.                  
                      - Changes and improvement to models and                   
                        methodology are reflected as other operating            
                        variances rather than being included as part of         
operating assumption changes.                           
Sensitivities       Apart from the mandatory sensitivities, a number of         
                    additional sensitivities are disclosed in order for users   
                    of the supplementary information to better understand       
the impact of adopting MCEV.                                
Adjusted Group      Adjusted Group MCEV includes the impact of marking          
MCEV                all Group debt to market value, the market value of the     
                    Group`s listed banking and general insurance                
subsidiaries as well as marking the value of deferred       
                    consideration due in respect of the Black Economic          
                    Empowerment arrangements in South Africa (`the BEE          
                    schemes`) to market.                                        
13 Restatement of adjusted Group Embedded Value per share                       
The table below provides a restatement of the adjusted Group Embedded Value per 
share as at 31 December 2007 from an EEV to MCEV basis.                         
                                                                        At      
31 December      
                                                                      2007      
Previously published adjusted Group EEV per share                    173.3p     
Change in Embedded Value of covered business as a consequence                   
of the move to MCEV                                                   -9.4p     
Marking the present value of future BEE scheme deferred                         
consideration to market                                               +0.2p     
Adjustment to bring external debt to market value                     +2.2p     
Total impact                                                          -7.0p     
Adjusted Group MCEV per share                                        166.3p     
Percentage impact                                                     -4.2%     
The change in the adjusted Group Embedded Value per share from 173.3p on an EEV 
basis to 166.3p on an MCEV basis is driven mainly by the change in the Embedded 
Value of the covered business which is analysed in detail in note 15.           
14 Restatement of adjusted Group MCEV operating earnings per share              
The table below provides a restatement of the adjusted Group operating earnings 
per share for the year ended 31 December 2007 from an EEV to MCEV basis.        
                                                                Year ended      
                                                               31 December      
                                                                      2007      
Previously published adjusted Group EEV operating earnings per                  
share                                                                 17.2p     
Change in operating earnings of covered business as a                           
consequence of the move to MCEV                                       -0.2p     
Adjusted Group MCEV operating earnings per share                      17.0p     
Percentage impact                                                     -1.2%     
The conversion from EEV to MCEV reporting has no impact on the operating        
earnings of our non-life business and hence the small change in the adjusted    
Group operating earnings per share from 17.2p on an EEV basis to 17.0p on an    
MCEV basis is driven entirely by the change in the operating earnings of the    
covered business which is analysed in more detail in note 18.                   
15 Restatement of Embedded Value of covered business                            
The tables below reconcile the Embedded Value of the covered business as at 31  
December 2007 and 31 December 2006 from the previously published EEV basis to   
the MCEV basis. The transition from the top-down real-world EEV approach to the 
bottom-up MCEV approach can be broken down into the following key steps:        
a. Release of cost of required capital in published EEV - The cost of required  
  capital under the previous EEV approach is released and this component of     
  EEV is replaced by frictional costs (see step c) under the MCEV approach.     
  This step increases the Embedded Value.                                       
b. Economic assumption changes incorporate a combination of the following:      
Any risk margins in the single weighted average EEV discount rate for each of   
the geographies are removed and the EEV discount rates are replaced by term     
dependent risk free reference rates. This step increases the Embedded Value for 
profitable business as expected future profits are discounted at lower rates,   
and gives rise to a greater Embedded Value loss for loss making business, as a  
result of discounting losses at lower rates.                                    
Any risk margins in real-world EEV investment return assumptions are removed    
and the real-world EEV investment return assumptions are replaced by term       
dependent risk free reference rates and thereby removing any capitalisation of  
investment risk margins. This step decreases the Embedded Value as expected     
future investment returns are projected at lower rates.                         
Other related model refinements including updating all stochastic models to     
be market consistent. For the United States business such model refinements     
also include a revision of assumptions for dynamic policyholder behaviour       
within the stochastic models to allow for lower average returns from            
risk-neutral market consistent scenarios compared to the scenarios in the       
real-world stochastic model that was used under EEV.                            
c. Allowance for frictional costs - As mentioned in step (a) above, the cost of 
  required capital under the previous EEV approach is released and replaced by  
an allowance for frictional costs under the MCEV approach. This step          
  decreases the Embedded Value.                                                 
d. Explicit allowance for cost of residual non-hedgeable risks - Previously     
under the EEV approach an implicit allowance was permitted for such risks in    
the determination of the risk discount rate for each geography. This step       
decreases the Embedded Value.                                                   
In-force covered business                                                       
                                      Total        UK     Nordic      ELAM      
Previously published EEV               6,861     1,451      1,084       580     
Release of cost of required capital in                                          
published EEV                            377        50         27        30     
Economic assumption changes            (433)        80         69        13     
Allowance for frictional costs         (192)      (10)        (9)      (10)     
Allowance for cost of residual                                                  
non-hedgeable risks                    (264)      (40)       (57)      (41)     
Total impact                           (512)        80         30       (8)     
MCEV                                   6,349     1,531      1,114       572     
Percentage impact                      -7.5%     +5.5%      +2.8%     -1.4%     
                                                                      GBPm      
                                                                        At      
31 December      
In-force covered business                                              2007     
                                                   Rest of          United      
                                          OMSA      Africa          States      
Previously published EEV                  2,549        128            1,069     
Release of cost of required capital in                                          
published EEV                               175          4               91     
Economic assumption changes                  12         (1)           (607)     
Allowance for frictional costs            (122)         (2)            (38)     
Allowance for cost of residual                                                  
non-hedgeable risks                        (68)         (5)            (53)     
Total impact                                (3)         (4)           (607)     
MCEV                                      2,546        124              462     
Percentage impact                         -0.1%      -3.1%           -56.8%     
In-force covered business                                                       
                                  Total*      UK *     Nordic *     ELAM *      
Previously published EEV            6,413     1,255          846        600     
Release of cost of required                                                     
capital in published EEV              393        69           23         49     
Economic assumption changes         (225)        50           56        (8)     
Allowance for frictional costs      (186)      (14)          (8)        (9)     
Allowance for cost of residual                                                  
non-hedgeable risks                 (250)      (35)         (54)       (47)     
Total impact                        (268)        70           17       (15)     
MCEV                                6,145     1,325          863        585     
Percentage impact                   -4.2%     +5.6%        +2.0%      -2.5%     
                                                                      GBPm      
                                                                        At      
31 December       
In-force covered business                                              2006     
                                                      Rest of       United      
                                             OMSA      Africa      States*      
Previously published EEV                     2,433         135        1,144     
Release of cost of required capital in                                          
published EEV                                  179           4           69     
Economic assumption changes                      -           2        (325)     
Allowance for frictional costs               (129)         (2)         (24)     
Allowance for cost of residual non-hedgeable                                    
risks                                         (70)         (5)         (39)     
Total impact                                  (20)         (1)        (319)     
MCEV                                         2,413         134          825     
Percentage impact                            -0.8%       -0.7%       -27.9%     
* Gross of minority interests                                                   
The impact as at 31 December 2007 of moving from an EEV to an MCEV methodology  
is a reduction in Embedded Value of the covered business of 7.5 per cent (31    
December 2006: 4.2 per cent) from GBP6,861 million to GBP6,349 million (31      
December 2006: from GBP6,413 million to GBP6,145 million). Most of the          
reduction in Embedded Value is attributable to the United States business which 
decreased by -56.8 per cent at 31 December 2007 (31 December 2006: -27.9 per    
cent) from GBP1,069 million to GBP462 million (31 December 2006: from GBP1,144  
million to GBP825 million).                                                     
The frictional costs calculated under MCEV are significantly less than the cost 
of required capital under EEV which reflects the difference between the risk    
discount rate in each geography, inclusive of an explicit risk margin, and the  
expected post-tax investment return on the assets backing the required capital. 
Under MCEV risks are modelled explicitly and the risk margin in each geography  
is not required.                                                                
The impact of the transition from EEV to MCEV also varies by product type.      
Under EEV a weighted average risk discount rate was applied to all products     
within a specific geography whereas under MCEV separate explicit allowances are 
made for financial and non-financial risks for each product.                    
Risk products, for example term assurance, generally increase in value under    
MCEV compared to EEV. Product profitability is mainly driven by non-financial   
pricing margins which are discounted at lower risk free reference rates under   
MCEV.                                                                           
The impact on savings products, for example unit-linked policies, is broadly    
neutral as the reduced assumed future investment returns which are set in       
relation to risk free reference rates are largely offset by the increase in     
value due to the lower discount rates (which are also set in relation to risk   
free reference rates) that are applied to future cash flows.                    
Products with a high proportion of financial risk, for example spread-based     
contracts such as immediate annuities where profitability relies on achieving a 
return in excess of the risk free reference rates to support the pricing bases, 
tend to reduce in value under MCEV. No risk premiums in excess of the risk free 
reference rates are recognised under MCEV until realised in a particular year,  
when it emerges as a combination of expected existing business contribution and 
economic variance in that year.                                                 
In contrast EEV recognises the capitalised expected profits from taking on      
financial risk, i.e. capitalises returns on more risky assets, without          
necessarily making appropriate adjustments at a per product level for the fact  
that the returns under these assets have a greater degree of inherent risk.     
Further commentary on the impact of moving from an EEV to an MCEV methodology   
for each geography, in particular for United States business, is provided       
below.                                                                          
15 Restatement of Embedded Value of covered business continued                  
Europe and Africa                                                               
Within the European and African businesses, the aggregate allowance for risk    
within the EEV and MCEV approaches is broadly aligned and hence relatively      
minor impacts are experienced on these businesses when moving from an EEV to an 
MCEV approach for valuing the covered business.                                 
United States                                                                   
The aggregate allowance for risk under EEV was not aligned with the             
requirements under the new MCEV Principles and the major contributors are       
discussed below.                                                                
Treatment of unrealised corporate bond losses                                   
- Under EEV any increase in credit spreads has a limited impact on Embedded     
Value as only the assets backing the adjusted net worth, which in the past were 
largely cash assets, are marked to market. This methodology is largely driven   
by the book-value accounting basis used for statutory reporting in the United   
States. Therefore on existing assets the only losses capitalised following an   
increase in credit spreads would be on realised losses on projected sale of     
assets. The EEV is only reduced to the extent that the losses realised in the   
projections are not passed on to policyholders by reducing future crediting /   
bonus rates (subject to contractual guarantees and competitive considerations   
that impact on policyholder persistency behaviour) over the remaining lifetime  
of the in-force policies. For new bond purchases credit is taken from the       
increased spread which is recognised as higher expected future income within    
VIF, offsetting some of the losses on existing assets.                          
- However under MCEV all assets are marked to market and any increase in credit 
spreads will be fully recognised in the value of the asset portfolio. Since     
investment return assumptions are set with reference to swap rates under MCEV,  
in the modelling of future liability cash flows such losses can not necessarily 
be passed onto policyholders through changes in future crediting (bonus) rates, 
which are subject to contractual guarantees and constrained by competitive      
considerations, over the remaining lifetime of the in-force policies.           
Pricing basis vs. MCEV basis                                                    
- Many of the United States Life products are priced on the basis that a part   
of the spread between risk free or swap rates and corporate bonds will be       
passed onto policyholders in the form of better crediting (bonus) rates. The    
spread of corporate bond yields over risk free rates is assumed to consist of   
both a credit default component and a non-credit component. The credit default  
component compensates the holder of the instrument for the risk that the issuer 
may default. The non-credit related component, generally referred to as the     
liquidity premium, compensates the holder of the instrument for the fact that   
they may not be able to trade out of the instrument at their choosing.          
- For many of the products sold by the US business, profitability therefore     
depends on the spread, over risk free rates, earned on corporate bond assets.   
For such spread-based business, there is no recognition in the MCEV at 31       
December 2007 or 31 December 2006 of any liquidity or credit risk premiums in   
excess of risk free reference rates until such profits have been realised. The  
earnings from corporate bond spreads in excess of the risk free reference       
rates, which had previously been capitalised at point of sale under EEV, are    
now only recognised as an additional source of earnings in each future time     
period as the margin over risk free reference rates is earned. Hence the timing 
of recognition of profits under EEV and MCEV for such business is materially    
different.                                                                      
- A similar issue occurs with the deferred tax assets currently held. As        
earnings are expected to emerge over time, it is anticipated that these assets  
could be utilised to offset future tax liabilities. However since in the        
current economic environment taxable profits are not projected in aggregate on  
an MCEV basis, these deferred tax assets are not recognised in the MCEV. Hence  
it is expected that the benefit of this asset will emerge over future periods   
as returns in excess of risk free reference rates are earned.                   
- It is important to appreciate that the change in reporting basis does not     
change the underlying profitability of spread- based business, but merely the   
representation of profitability, particularly early in the life of such         
contracts.                                                                      
 Financial guarantees                                                           
- To expand further on why the impact of the move to MCEV reporting is so       
marked on spread-based business, crediting (bonus) rates are generally set with 
anticipation of earning some risk premiums over and above the risk free         
reference rates. However this non-recognition of projected investment risk      
premiums under MCEV reporting can not necessarily be offset by reduced          
policyholder crediting rates as, once these crediting rates are locked in or    
guaranteed over a future period, they must be valued at that level. For         
example, for annuities in payment claim payments are locked in for the duration 
of the contract at a level which was priced taking into account the expected    
future corporate bond spreads to be earned. Hence an initial loss will be shown 
under MCEV as the annuity payments are larger than can be supported by risk     
free reference returns on the asset portfolio on a prospective basis, and the   
Embedded Value valuation assumes that none of these future margins are earned.  
- For other spread-based products (such as fixed indexed annuities where there  
is an accumulation phase), the loss of capitalised risk premiums upfront can be 
partially offset to the extent that crediting (bonus) rates are not fixed for   
the full term of the contract and that management can adjust future crediting   
rates relative to modelled investment returns - generally aiming to target a    
margin to cover profit and expenses. However future investment returns based on 
risk free reference rates are much lower than expected real-world returns,      
which means that any underlying guarantees in the policies (including any       
crediting rates that have been declared prospectively until the next reset      
date) are more likely to take effect in risk-neutral market consistent          
stochastic scenarios. There may thus be a shortfall of projected profits        
relative to profits that are expected to emerge on a real world pricing basis,  
which we refer to as `spread compression`.                                      
Additionally some of the deferred annuities still have crediting rates locked   
in for several years (e.g. Multi-Year Guaranteed Annuities).                    
- Market volatility assumptions that are used to calculate the time value of    
financial options and guarantees under MCEV are higher than the long-term       
expected volatilities assumed under EEV. This has increased the time value of   
financial options and guarantees under MCEV.                                    
Discounting of projected MCEV losses                                            
- Under MCEV reporting the discount rate is set in relation to risk free        
reference rates which are lower than the risk discount rates used under EEV     
reporting. In the instance where low risk free projected investment returns     
under MCEV lead to lower investment income, but overall still reflect           
profitable products, the discounting effect of using a lower rate tends to      
offset the removal of the risk premium in investment returns. However in        
instances where low risk free projected investment returns under MCEV lead to a 
projected loss on the business, the resulting losses are also discounted at a   
lower rate, which has the effect of increasing the present value of the         
projected future losses.                                                        
- As a consequence, MCEV results at a time of very low risk free reference      
rates of return need to be carefully                                            
considered:                                                                     
An increase in risk free yields can rapidly turn a market consistent VIF that is
negative into a positive VIF if the risk free reference rate starts at a level  
below guaranteed crediting (bonus) rates and increases to one which leads to a  
surplus in investment income relative to crediting rates.                       
In the event that an increase in risk free reference rates does not fully cover 
the required guaranteed crediting rate, the resulting loss will still be        
smaller than the starting point, and the effect of discounting this at a higher 
rate could be that the VIF loss reduces substantially.                          
There is hence a severely `non-linear` outcome when risk free reference rates   
are close to guaranteed crediting rates, with small changes in risk free rates  
(up or down) leading to large changes in VIF.                                   
Considering the above, the more pronounced impact of the move from EEV to MCEV  
reporting at 31 December 2007 of -7.5 per cent compared to the impact at 31     
December 2006 of -4.2 per cent results mainly from the following changes in     
economic conditions:                                                            
A widening of corporate bond spreads and reductions in market values of such    
assets - marking all assets to market value means that unrealised capital       
losses are no longer expected to remain largely unrealised even if portfolio    
cash flow matching means that those assets are held to maturity. Or             
practically, it is assumed that at 31 December 2007 a larger portion of         
corporate bond assets will default before maturity than assumed at 31 December  
2006.                                                                           
Reductions in risk free reference rates and as a consequence all guarantees     
being in the money to a greater extent.                                         
An increase in implied market volatilities which are used to assess the time    
value of financial options and guarantees, relative to the real-world approach  
of using historic volatilities that was previously adopted under EEV.           
In conclusion, compared to EEV reporting, MCEV reporting merely changes the     
timing of recognition of profits and not the ultimate profitability that will   
emerge on covered business. Over time it is therefore expected that risk        
premiums in excess of risk free reference rates will be realised and will       
contribute to MCEV earnings.                                                    
16 Comparison of components of Embedded Value on EEV and MCEV bases             
The tables below provide a comparison of the components of Embedded Value of    
the covered business as at 31 December 2007 and 31 December 2006 between the    
previously published EEV basis and the MCEV basis. The change in MCEV to a      
bottom-up evaluation of the risks inherent in the business requires a change in 
the presentation of the components underlying the MCEV.                         
In-force covered business                                                       
                                       Total        UK     Nordic     ELAM      
Previously published EEV                6,861     1,451      1,084      580     
Adjusted net worth                      2,423       276        122       50     
Free surplus                              516        89         47     (12)     
Required capital                        1,907       187         75       62     
Value of in-force business              4,438     1,175        962      530     
Present value of future profits         4,864     1,225        989      561     
Additional time value of financial                                              
options and guarantees                   (49)         -          -      (1)     
Cost of required capital                (377)      (50)       (27)     (30)     
MCEV                                    6,349     1,531      1,114      572     
Adjusted net worth                      2,421       276        122       50     
Free surplus*                             515        89         47     (11)     
Required capital                        1,906       187         75       61     
Value of in-force business              3,928     1,255        992      522     
Present value of future profits         4,584     1,305      1,059      574     
Additional time value of financial                                              
options and guarantees                  (199)         -          -      (1)     
Frictional costs                        (193)      (10)       (10)     (10)     
Cost of residual non-hedgeable risks    (264)      (40)       (57)     (41)     
                                                                      GBPm      
In-force covered business                                                At     
                                                               31 December      
2007      
                                         OMSA*     Rest of          United      
                                                    Africa          States      
Previously published EEV                  2,549         128           1,069     
Adjusted net worth                        1,394          76             505     
Free surplus                                268          43              81     
Required capital                          1,126          33             424     
Value of in-force business                1,155          52             564     
Present value of future profits           1,330          56             703     
Additional time value of financial                                              
options and guarantees                        -           -            (48)     
Cost of required capital                  (175)         (4)            (91)     
MCEV                                      2,546         124             462     
Adjusted net worth                        1,392          76             505     
Free surplus*                               266          43              81     
Required capital                          1,126          33             424     
Value of in-force business                1,154          48            (43)     
Present value of future profits           1,344          55             246     
Additional time value of financial                                              
options and guarantees                        -           -           (198)     
Frictional costs                          (122)         (2)            (38)     
Cost of residual non-hedgeable risks       (68)         (5)            (53)     
* For the South African business, the value of the asset related to the         
deferred CGT liability recognised in the adjusted net worth was recalculated on 
a market consistent basis.                                                      
In-force covered business                                                       
                                     Total       UK*     Nordic*     ELAM*      
Previously published EEV              6,413     1,255         846       600     
Adjusted net worth                    2,104       235       (108)       115     
Free surplus                            202        73       (154)        59     
Required capital                      1,902       162          46        56     
Value of in-force business            4,309     1,020         954       485     
Present value of future profits       4,782     1,089       1,004       538     
Additional time value of financial                                              
options and guarantees                 (51)         -           -       (4)     
Cost of required capital              (421)      (69)        (50)      (49)     
MCEV                                  6,145     1,325         863       585     
Adjusted net worth                    2,102       235       (108)       115     
Free surplus**                          199        73       (154)        59     
Required capital                      1,903       162          46        56     
Value of in-force business            4,043     1,090         971       470     
Present value of future profits       4,644     1,139       1,033       531     
Additional time value of financial                                              
options and guarantees                (165)         -           -       (5)     
Frictional costs                      (186)      (14)         (8)       (9)     
Cost of residual non-hedgeable risks  (250)      (35)        (54)      (47)     
In-force covered business                                              GBPm     
                                                                        At      
31 December      
                                                                      2006      
                                        OMSA**     Rest of          United      
                                                    Africa          States      
Previously published EEV                  2,433         135           1,144     
Adjusted net worth                        1,326          82             454     
Free surplus                                115          45              64     
Required capital                          1,212          37             390     
Value of in-force business                1,107          53             690     
Present value of future profits           1,286          57             806     
Additional time value of financial                                              
options and guarantees                        -           -            (47)     
Cost of required capital                  (179)         (4)            (69)     
MCEV                                      2,413         134             825     
Adjusted net worth                        1,324          82             454     
Free surplus**                              112          45              64     
Required capital                          1,212          37             390     
Value of in-force business                1,089          52             371     
Present value of future profits           1,333          60             548     
Additional time value of financial                                              
options and guarantees                     (45)         (1)           (114)     
Frictional costs                          (129)         (2)            (24)     
Cost of residual non-hedgeable risks       (70)         (5)            (39)     
* Gross of minority interests.                                                  
** For the South African business, the value of the asset related to the        
deferred CGT liability recognised in the adjusted net worth was recalculated on 
a market consistent basis.                                                      
17 Restatement of value of new business (after tax) of covered business         
The table below reconciles the value of new business and new business margins   
for the year ended 31 December 2007 from the previously published EEV basis to  
the MCEV basis. The same steps have been applied in the reconciliations as for  
the total in-force covered business as set out in note 16.                      
Value of new business                                                           
                                      Total        UK     Nordic      ELAM      
Previously published VNB under EEV                                              
basis                                    266        76         19        38     
Release of cost of required capital                                             
in published EEV basis                    32         2          2         3     
Economic assumption changes              (9)        10          7         2     
Allowance for frictional costs          (20)         0        (1)       (2)     
Allowance for cost of residual                                                  
non-hedgeable risks                     (39)       (7)        (4)       (3)     
Total impact                            (36)         5          4         1     
VNB on MCEV basis                        230        81         23        38     
Percentage impact                     -13.6%      6.6%      21.1%      2.7%     
EEV PVNBP                             13,878     6,297        643     1,465     
EEV APE                                1,760       740        147       190     
EEV PVNBP margin                        1.9%      1.2%       2.9%      2.5%     
EEV APE margin                           15%       10%        13%       20%     
MCEV PVNBP                            14,046     6,311        690     1,494     
MCEV APE                               1,748       740        147       190     
MCEV PVNBP margin                       1.7%      1.3%       3.3%      2.6%     
MCEV APE margin                          13%       11%        16%       20%     
                                                                      GBPm      
                                                                Year ended      
                                                               31 December      
Value of new business                                                  2007     
                                OMSA*     Rest of Africa     United States      
Previously published VNB under                                                  
EEV basis                           53                  8                72     
Release of cost of required                                                     
capital in published EEV basis      11                  0                14     
Economic assumption changes          -                  -              (28)     
Allowance for frictional costs     (8)                  0               (9)     
Allowance for cost of residual                                                  
non-hedgeable risks                (6)                (1)              (18)     
Total impact                       (4)                (1)              (41)     
VNB on MCEV basis                   50                  7                31     
Percentage impact                -6.7%             -10.4%            -56.9%     
EEV PVNBP                        2,224                 99             3,150     
EEV APE                            333                 15               335     
EEV PVNBP margin                  2.4%               7.9%              2.3%     
EEV APE margin                     16%                51%               21%     
MCEV PVNBP                       2,268                 98             3,185     
MCEV APE                           321                 15               335     
MCEV PVNBP margin                 2.2%               7.1%              1.0%     
MCEV APE margin                    15%                47%                9%     
* Note that OMSA healthcare administration business was included in the EEV     
basis, but is excluded on an MCEV basis.                                        
The impact on VNB of the covered business written in 2007 due to moving from an 
EEV to MCEV basis is a decrease of 13.6 per cent from GBP266 million to GBP230  
million. Most of the reduction is attributable to the United States business    
where VNB decreased by 56.9 per cent from GBP72 million to GBP31 million.       
The EEV risk discount rate for each geography was calibrated for total in-force 
business and hence the EEV methodology did not make allowance for different     
levels of risk for different portfolios of asset and liability risks. The MCEV  
methodology makes a more granular allowance for the differences in the risk     
profile of different product lines and different generations of policies. The   
relative impacts on VNB of each of the steps outlined above therefore differ    
from the impacts on VIF as outlined in note 16 because the risk profiles of new 
business are different to the risk profiles of in-force business.               
Also note that in calculating PVNBP, the projected premiums are discounted with 
risk free reference rates under MCEV rather the higher risk discount rate which 
is applicable in each geography under the previous EEV methodology. PVNBP under 
MCEV reporting is therefore greater than under EEV reporting with a             
corresponding decrease in PVNBP margins (assuming all other things including    
VNB being equal).                                                               
18 Restatement of Return on Embedded Value of covered business                  
Return on Embedded Value (RoEV) for covered business is calculated as the       
operating earnings after tax divided by opening Embedded Value in local         
currency. The table below provides summaries of the drivers in the change of    
RoEV for the year ended 2007 from the previously published EEV basis to the     
MCEV basis. For this purpose the impact on RoEV of the recalibration of risk    
margins under EEV has been treated as an assumption change.                     
No results are shown for the `Rest of Africa` from a materiality perspective.   
In-force covered business                                                       
                                                   UK     Nordic      ELAM      
Previously published RoEV% on an EEV basis       17.2%       4.6%      6.1%     
MCEV RoEV%                                       15.5%       7.6%      1.5%     
Difference                                       -1.7%       3.1%     -4.6%     
Drivers of change for the covered business:                                     
New business value                                0.0%       0.4%      0.4%     
Expected existing business contribution           0.5%      -0.9%     -0.3%     
Experience variances                              0.5%       1.2%      0.3%     
Assumption changes                               -2.7%       2.4%     -5.2%     
Other operating variances*                        0.0%       0.0%      0.2%     
Year ended      
                                                               31 December      
In-force covered business                                              2007     
                                                                    United      
OMSA          States      
Previously published RoEV% on an EEV basis            11.2%            3.8%     
MCEV RoEV%                                            11.7%            4.1%     
Difference                                             0.5%            0.3%     
Drivers of change for the covered business:                                     
New business value                                    -0.2%           -2.5%     
Expected existing business contribution                1.2%            0.6%     
Experience variances                                  -0.6%           -1.5%     
Assumption changes                                    -0.3%           -5.2%     
Other operating variances*                             0.4%            8.9%     
* Changes and improvement to models and methodology are reflected as other      
operating variances under MCEV rather than being included as part of assumption 
changes as treated under EEV.                                                   
The impact on VNB as a result of moving from an EEV to MCEV basis has been      
outlined in note 18. Other key drivers of the change in RoEV for each geography 
are discussed below.                                                            
UK and ELAM                                                                     
As mentioned earlier in note 13, contrary to previous EEV treatment, the impact 
of changes in taxation under MCEV is excluded from operating earnings. Such     
reallocation of tax changes to non-operating variances is the major reason for  
the significantly reduced contribution of assumption changes.                   
Nordic                                                                          
The contribution from assumptions changes is impacted positively by treating    
the negative impact of the recalibration of risk margins under EEV as an        
assumption change. In addition the impact from the introduction of              
annuitisation of the corporate business is higher under MCEV than under EEV     
since the MCEV effects are discounted at risk free reference rates rather than  
the higher risk discount rate under EEV.                                        
South Africa                                                                    
The major reasons for the change in RoEV from an EEV to MCEV basis is the       
significantly higher expected existing business contribution.                   
As mentioned earlier in note 4, the expected existing business contribution     
under MCEV is now derived with reference to the one-year forward risk free      
reference rate at the start of the reporting period as opposed to the 10-year   
government bond yield curve. The downwards sloping swap yield curve in South    
Africa therefore leads to a higher expected existing business contribution      
under MCEV.                                                                     
United States                                                                   
The positive impact of model improvements and changes in methodology on an MCEV 
basis has been re-classified from assumption changes to other operating         
variances.                                                                      
Going forward, rates of return on Embedded Value for the US should be higher    
than under EEV as the opening MCEV is starting from a much lower base value     
compared to EEV and, other things being equal, higher actual operating earnings 
will emerge than projected under MCEV at the valuation date as corporate bond   
credit spreads are realised and margins (such as the cost of residual           
non-hedgeable risks) are released.                                              
Shareholder information                                                         
Listings and shares in issue                                                    
The Company`s shares are listed on the London, Malawi, Namibian and Zimbabwe    
Stock Exchanges and on the JSE Limited (JSE). The primary listing is on the     
London Stock Exchange and the other listings are all secondary listings. The    
Company`s secondary listing on the Stockholm Stock Exchange ended on 7          
September 2007, but the Company`s shares may still be traded on the Xternal     
list of the Nordic Exchange in Stockholm. The ISIN number of the Company`s      
shares is GB0007389926.                                                         
At 31 December 2008, the Company had 5,516,141,360 ordinary shares of 10p each  
in issue (31 December 2007: 5,510,272,537).                                     
239,434,888 shares were held by the Company in treasury, at 31 December 2008    
(31 December 2007: 97,074,907)                                                  
Websites                                                                        
Further information on the Company can be found on the following websites:      
www.oldmutual.com                                                               
www.oldmutual.co.za                                                             
4 March 2009                                                                    
Sponsor                                                                         
Merrill Lynch South Africa (Pty) Limited                                        
Date: 04/03/2009 09:24:18 Produced by the JSE SENS Department.                  
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