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Thu 20 May 2010, 8:00 SAB - SABMiller Plc - Preliminary announcement
SAB
SOSAB                                                                           
SAB - SABMiller Plc - Preliminary announcement                                  
SABMiller Plc                                                                   
JSEALPHA CODE: SAB                                                              
ISSUER CODE:   SOSAB                                                            
ISIN CODE:     GB0004835483                                                     
PRELIMINARY ANNOUNCEMENT                                                        
20 May 2010                                                                     
STRONG PERFORMANCE IN CHALLENGING CONDITIONS                                    
SABMiller plc, one of the world`s leading brewers with operations and           
distribution agreements across six continents, reports its preliminary          
(unaudited) results for the twelve months to 31 March 2010.                     
OPERATIONAL HIGHLIGHTS                                                          
- Lager volumes of 213 million hectolitres (hl), in line with the prior year on 
an organic basis; share gains in many markets                                   
- Group revenue up 4% and EBITA up 6% with margin growth of 30 basis points     
(bps) driven by robust pricing and cost efficiencies                            
- EBITA1 increases in all regions except Asia:                                  
-  Latin America delivers strong EBITA1 growth of 17% through pricing and cost  
productivity                                                                    
-  Solid pricing and cost management in Europe drive EBITA1 growth of 4% despite
lower volumes                                                                   
-  Cost synergies deliver EBITA1 growth of 7% in North America                  
-  Resilient lager volume growth in Africa underpins EBITA1 growth of 4%        
-  Asia EBITA1 level as strong China growth is offset by constraints in India   
-  South Africa Beverages EBITA1 grows 2% despite increased market investment   
- Adjusted EPS up 17% with operating performance enhanced by lower finance costs
and a reduced tax rate                                                          
- Strong free cash flow2 of US$2,010 million, with dividends per share up 17%   
1 EBITA growth is shown on an organic, constant currency basis.                 
2 As defined in the financial definitions section. See also note 10b.           
                                       2010       2009        %                 
US$m       US$m        change            
Group revenuea                          26,350     25,302      4                
Revenueb (excludes associates` and      18,020     18,703      (4)              
joint ventures` revenue)                                                        
EBITAc                                  4,381      4,129       6                
Adjusted profit before taxd             3,803      3,405       12               
Profit before taxe                      2,929      2,958       (1)              
Adjusted earningsf                      2,509      2,065       22               
Adjusted earnings per share                                                     
- US cents                              161.1      137.5       17               
- UK pence                              100.6      79.7        26               
- SA cents                              1,253.8    1,218.6     3                
Basic earnings per share (US cents)     122.6      125.2       (2)              
Dividends per share (US cents)          68.0       58.0        17               
a    Group revenue includes the attributable share of associates` and joint     
ventures` revenue of US$8,330 million (i.e. including MillerCoors` revenue)     
(2009: US$6,599 million).                                                       
b    Revenue excludes the attributable share of associates` and joint ventures` 
revenue.                                                                        
c    Note 2 provides a reconciliation of operating profit to EBITA which is     
defined as operating profit before exceptional items and amortisation of        
intangible assets (excluding software) but includes the group`s share of        
associates` and joint ventures` operating profit, on a similar basis. EBITA is  
used throughout this preliminary announcement.                                  
d    Adjusted profit before tax comprises EBITA less adjusted net finance costs 
of US$538 million (2009: US$699 million) and share of associates` and joint     
ventures` net finance costs of US$40 million (2009: US$25 million).             
e    Profit before tax includes exceptional charges of US$507 million (2009:    
US$69 million).                                                                 
f    A reconciliation of adjusted earnings to the statutory measure of profit   
attributable to equity shareholders is provided in note 6.                      
Meyer Kahn, Chairman of SABMiller, said:                                        
"In a year characterised by very difficult trading conditions, the business has 
delivered another strong performance, capitalising on our excellent market      
positions and unique portfolios of leading local and international brands.      
Profits and cash flow have improved significantly, and at the same time, we have
continued to support current and future growth opportunities, particularly in   
our developing market businesses."                                              
                                                             Organic,           
                                                             constant           
2010         Reported    currency           
                                    EBITA        growth      growth             
                                    US$m         %           %                  
Latin America                        1,386        18          17                
Europe                               872          (8)         4                 
North America                        619          7           7                 
Africa                               565          1           4                 
Asia                                 71           (12)        -                 
South Africa: Beverages              885          16          2                 
South Africa: Hotels and Gaming      122          1           (16)              
Corporate                            (139)        -           -                 
Group                                4,381        6           6                 
BUSINESS REVIEW                                                                 
The group delivered a strong performance despite difficult economic and         
operating conditions which began to moderate in some of our developing markets  
in the final quarter of the year.  Total beverage volumes of 261 million hl were
in line with the prior year on an organic basis, with lager volumes level and   
soft drinks volumes up 2%.  Sales were supported by share gains in many markets,
and group revenue grew 4% driven by price increases taken principally in the    
prior year and selectively in the current year.                                 
On an organic, constant currency basis, EBITA grew by 6% with margin up by 30   
bps on the prior year to 16.7%.  Raw material costs were marginally higher than 
the prior year, with cost increases moderating during the second half.  Brewing 
raw material costs began to trend lower later in the year, although packaging   
and sugar costs continued to rise.  Focus was maintained on cost management and 
productivity, with synergies and cost restructuring benefits offsetting         
increases in depreciation, paycost inflation and, in some markets, increased    
investment in brand and retail execution.  EBITA also grew 6% on a reported     
basis, with the significant adverse currency impact in the first half offset in 
the second half as our major operating currencies appreciated against the US    
dollar.                                                                         
Adjusted earnings were 22% ahead of the prior year reflecting EBITA growth,     
lower finance costs, a lower effective tax rate and reduced profit attributable 
to minorities.  The minority share of profit declined principally as a result of
our purchase of the 28.1% minority interest in our Polish subsidiary Kompania   
Piwowarska in May 2009, in exchange for the issue of 60 million ordinary shares.
The group`s effective tax rate for the year was 28.5%, 170 bps lower than the   
prior year.  Adjusted earnings per share were up 17% to 161.1 US cents.         
The group generated free cash flow of US$2,010 million, an improvement of       
US$1,913 million compared with the prior year.  Significant improvements were   
made in working capital management, with a considerable contribution from the   
business capability programme initiatives announced earlier in the year.  Cash  
inflow from working capital was US$563 million, compared with an outflow of     
US$493 million in the prior year.  Capital expenditure including the purchase of
intangible assets was US$1,528 million, US$619 million lower than the prior year
reflecting the completion of several major projects.                            
Net debt decreased by US$311 million to US$8,398 million, reflecting the strong 
cash flow but partly offset by adverse currency translation.  The group`s       
gearing ratio fell to 41% from 54% in the prior year.  The Board has recommended
a final dividend of 51 US cents per share, which will be paid to shareholders on
13 August 2010.  This brings the total dividend per share to 68 US cents, an    
increase of 10 US cents (17%) over the prior year.                              
- LATIN AMERICA delivered very strong EBITA growth of 18% on a reported basis   
and 17% on an organic, constant currency basis through the combination of volume
growth, pricing and mix benefits, lower raw material costs and fixed cost       
productivity.  Despite challenging trading conditions for much of the year,     
lager volumes grew 3%, supported by good growth in the final quarter as         
economies showed signs of improvement.  During the year we achieved further     
share gains.  In Colombia, lager volumes grew 3% during the year with robust    
growth during the second half supported by strong market execution and a        
strengthening economy. This was achieved notwithstanding a price increase to    
recover higher beer sales taxes implemented in February 2010.  In Peru, lager   
volumes were in line with the prior year reflecting a return to growth in the   
second half of the year due to improving economic conditions and ongoing market 
share gains.                                                                    
- EUROPE`S lager volumes declined 5% on an organic basis, as beer markets across
the region contracted under severe economic conditions compounded by significant
excise increases in some key markets.  Against this backdrop, we gained market  
share in Poland and Romania and held share in the Czech Republic and Russia.    
Despite the volume decline, robust pricing taken predominantly in the prior     
year, combined with cost efficiencies, supported constant currency EBITA growth 
of 4% on an organic basis.  Reported EBITA declined 8% reflecting a significant 
weakening of central European currencies against the US dollar.                 
- NORTH AMERICA delivered EBITA growth of 7% for the year on a reported basis   
compared to the previous year which included one quarter of Miller Brewing      
Company operations prior to the formation of the MillerCoors joint venture.     
MillerCoors delivered pro forma1 EBITA growth of 13% despite a sluggish US beer 
market impacted by continued adverse economic conditions.  On a pro forma basis,
MillerCoors domestic sales to wholesalers (STWs) and sales to retailers (STRs)  
for the year were both down 2%.  EBITA growth was driven by favourable pricing, 
incremental synergy benefits and marketing and fixed cost savings, partly offset
by lower volumes and commodity cost pressures.  During the year, incremental    
synergy and cost savings of US$281 million were delivered resulting in total    
annualised synergy and cost savings of US$409 million.  MillerCoors remains on  
track to deliver US$750 million in total annualised synergies and other cost    
savings by the end of the calendar year 2012.                                   
- In AFRICA, our beer markets were broadly resilient, with the majority         
continuing to grow through the year albeit at a slower rate than in recent      
years.  Lager volumes grew 6% with Mozambique, Zambia and Uganda delivering     
strong growth supported by improved geographical coverage following new brewery 
investments, excise reductions and capacity expansion respectively.  Botswana`s 
lager volumes were severely impacted by the social levy on alcohol introduced in
November 2008, while volumes in Tanzania fell in line with a market affected by 
unseasonable weather earlier in the year.  Soft drinks volumes grew 4%          
organically for the year.  We continued to grow our beverage platforms with the 
acquisition of water businesses in Ethiopia and Uganda and of a maheu business, 
a non-alcoholic traditional beverage, in Zambia.  During the year, we invested  
in new breweries in Angola, Mozambique, Southern Sudan and Tanzania and upgraded
capacity in Uganda and Zambia.  Currency weakness held back reported EBITA      
growth to 1% while constant currency EBITA grew 4% on an organic basis          
underpinned by volume growth and beneficial mix impact from the introduction of 
local premium lager brands.                                                     
- In ASIA, lager volumes increased organically by 7% with growth of 10% in      
China.  China benefited from further share gains by the Snow brand supported by 
the launch of the new premium variant, Snow Draft.  India`s volumes fell 14%    
with some market share loss due to regulatory issues and increased taxes across 
certain states, although conditions improved towards the end of the year.  In   
Australia, the portfolio of premium brands continued to deliver strong growth   
with lager volumes up 32%.  Organic, constant currency EBITA was level, with    
good growth in China offset by the impact of India`s volume decline.  Reported  
EBITA, which includes initial losses in recent Chinese acquisitions, fell 12%.  
1 MillerCoors pro forma figures are based on results for Miller and Coors` US   
and Puerto Rico operations reported under International Financial Reporting     
Standards (IFRS) and US GAAP respectively for the twelve months ended 31 March  
2009.  Adjustments have been made to reflect both companies` comparative data on
a similar basis including amortisation of definite-life intangible assets,      
depreciation reflecting revisions to property, plant and equipment values and   
the exclusion of exceptional items.                                             
- In SOUTH AFRICA, lager volumes were 1% below the prior year in a market that  
grew marginally.  The market was buoyed by the inclusion of two Easter buy-in   
periods within the financial year although consumer spending remained generally 
subdued.  Our lager sales benefited from refreshed positioning and communication
for our core brands, together with increased investment in sales capability and 
customer service.  Soft drinks volumes declined 1% during the year due to the   
weak economic environment and unfavourable weather conditions during the peak   
summer trading period.  Organic, constant currency EBITA grew 2% although margin
declined slightly as pricing benefits and fixed cost productivity were eroded by
higher input costs and intensified marketing spend.  On a reported basis, EBITA 
grew 16% benefiting from the strength of the rand relative to the US dollar over
the year.  The broad based black economic empowerment transaction that was      
announced on 1 July 2009 will be completed in June 2010. The deal will benefit  
employees, soft drinks and liquor retailers and the wider South Africa community
by placing 8.45% of the equity of The South African Breweries Limited under     
black ownership.                                                                
- As announced previously, the group has embarked on a major business capability
programme to simplify processes and reduce costs, enabling local management to  
focus more on market-facing activities.  Back office functions including        
finance, human resources and procurement will be streamlined through standard   
global information processes and applications, while front office processes     
including sales, distribution and supply chain management, will benefit from    
common regional platforms.  The programme remains on track to be completed by   
2014, delivering ongoing cost benefits of US$300 million per annum by 2014.  In 
the current financial year, we have realised substantial working capital        
benefits of US$333 million while recognising exceptional costs of $342 million  
relating to the programme.  In addition, exceptional charges of US$165 million  
were taken in respect of other projects, predominantly to raise efficiency      
through brewery restructuring in Europe and Colombia (US$123 million) and the   
integration of MillerCoors (US$18 million).                                     
OUTLOOK                                                                         
Although the economic environment began to improve for some of our emerging     
market businesses in the latter part of the financial year under review, a      
broader recovery in consumer spending is not expected before the second half of 
the current financial year.  Price increases will be taken selectively,         
predominantly in the second half, and we expect raw material input costs for the
year to be level with, or marginally down on, the prior year.  We will continue 
to implement our cost productivity initiatives while increasing investment in   
our brands.                                                                     
The group`s brand equities and its financial position remain strong and we are  
well positioned to take advantage of any improvement in trading conditions.     
Enquiries:                                                                      
SABMiller plc                 Tel:  +44 20 7659 0100           
Sue Clark         Director of Corporate         Tel: +44 20 7659 0184           
                 Affairs                                                        
                                                                                
Gary Leibowitz    Senior Vice President,        Tel: +44 20 7659 0119           
                 Investor Relations                                             
                                                                                
Nigel Fairbrass   Head of Media Relations       Mob: +44 77 9989 4265           
A live audiocast of the management presentation to the investment community will
begin at 9.30am (BST) on (20 May 2010).                                         
Access details for this audiocast, video interviews with management and copies  
of this announcement and the slide presentation are                             
available on the SABMiller plc website at www.sabmiller.com.                    
IMAGES: Our media image library has a large selection of images for use in print
and digital media.                                                              
Visit  www.sabmiller.com/imagelibrary                                           
BROADCAST FOOTAGE: Our broadcast footage library has stock footage for media    
organisations to view and download for use in TV programmes or news websites.   
Visit www.sabmiller.com/broadcastfootage                                        
Copies of the press release and detailed Preliminary Announcement are available 
from the Company Secretary at the Registered Office, or from 2 Jan Smuts Avenue,
Johannesburg, South Africa.                                                     
OPERATIONAL REVIEW                                                              
LATIN AMERICA                                                                   
Financial summary                    2010        2009         %                 
Group revenue (including share of    5,905       5,495        7                 
associates) (US$m)                                                              
EBITA (US$m)                         1,386       1,173        18                
EBITA margin (%)                     23.5        21.4                           
Sales volumes (hl 000)                                                          
- Lager                              38,075      37,138       3                 
- Soft drinks                        15,895      18,509       (14)              
- Soft drinks (organic)              15,895      15,071       5                 
In 2010 before exceptional charges of US$156 million being business capability  
programme costs of US$97 million, restructuring and integration costs of US$14  
million and impairments of US$45 million (2009: net exceptional credits of US$45
million being profits on disposal of the Colombian water business and the       
Bolivian soft drinks operations of US$89 million, net of integration and        
restructuring costs of US$31 million and a US$13 million charge in respect of   
litigation).                                                                    
In a year characterised by difficult economic and trading conditions across     
Latin America, management delivered EBITA growth of 18% on a reported and 17% on
an organic constant currency basis.  The year saw lager volume growth of 3%     
benefiting from enhanced sales execution with a strong fourth quarter supported 
by signs of improving economic conditions across the region.  We grew or held   
market share in most of our markets while revenue was boosted by strong pricing 
taken last year and beneficial mix resulting in organic revenue per hectolitre  
growth of 4% at constant currency.  Margin was further enhanced by marketing    
efficiencies and restructuring benefits.                                        
In COLOMBIA we performed strongly, delivering a 270 basis point improvement in  
EBITA margin on an organic, constant currency basis, and significantly improved 
cash flow generation.  Revenue was supported in the first half of the year by   
price increases taken in the prior year while the second half benefited from    
volume recovery and continued mix improvement.  Full year lager volumes grew 3%,
with a particularly encouraging last quarter.  Fourth quarter lager volumes grew
by 13%, albeit against a soft prior year comparative, assisted by Easter trading
and strong market execution, notwithstanding a price increase to recover the    
beer tax rise imposed in February.  Our share of the alcohol market remained in 
line with the prior year at approximately 66%.  Volumes benefited from our      
balanced brand and pack portfolio and efforts to attract a wider consumer base  
and drive consumption frequency.  Premium brand volumes increased 29% aided by  
strong growth of Club Colombia and Redd`s.  Mainstream brand volumes grew 2%,   
with Aguila Light continuing to outperform on the back of a trend to lighter    
beer.  We continued our focus on improving customer service and trade execution,
whilst working with retailers to increase affordability.  Raw material costs    
benefited from lower prices, while fixed costs improved in real terms following 
restructuring and cost reductions.  In February 2010, the business announced    
plans to transfer production from its central Bogota brewery to the nearby      
Tocancipa facility.  As a result, a US$59 million exceptional charge has been   
taken in the year, of which US$45 million relates to the impairment of asset    
values.  The initiative is expected to have a payback of less than two years.   
In PERU we continued to gain beer market share with both volume and value share 
growing to approximately 90%.  Improved trading in the fourth quarter lifted    
lager volumes to end the year in line with the prior year.  Profitability grew  
strongly benefiting from a national price increase in April 2009 and positive   
sales mix resulting from growth of our premium brands and contraction of the    
economy segment.  Our local premium brand, Cusquena, grew volumes 7%.           
Mainstream brands grew 1% as they recovered share from the economy segment led  
by Pilsen Callao, which is priced at the upper mainstream in some markets.      
Following the introduction of a new IT platform as part of the ongoing group    
business capability programme, direct distribution now accounts for 76% of all  
deliveries and management of trade receivables has improved.  Fixed cost        
control, more effective marketing spend and containment of raw material costs   
further enhanced EBITA margin.                                                  
Our operations in ECUADOR saw robust growth with two increases in national      
minimum wages supporting consumer spending.  Lager volumes grew by 9% with 37%  
growth from the premium segment reflecting the continued success of our local   
premium brand, Club, following its relaunch in the prior year.  Our flagship    
mainstream brand, Pilsener, also grew strongly, assisted by the launch of a new 
225ml returnable pack in January.  In the non-alcoholic malt beverage category, 
our brand Pony Malta saw growth of 19% following pack extensions.  Continued    
development of the sales and distribution model in the provincial areas led to  
simultaneous improvements in service levels, efficiencies and reach resulting in
better outlet coverage and product availability.  Outlet penetration rose 5% to 
85%.  In a highly dynamic market, our share of the alcohol market remained at   
44%.                                                                            
HONDURAS endured both deteriorating economic conditions following the global    
financial crisis, and political turmoil, which continued for much of the year.  
As the political situation deteriorated, our operations took action to protect  
our route-to-market, secure supply and maintain customer service.  Total volume 
growth of 5% was achieved with growth of soft drinks offsetting lower lager     
volumes.  Sparkling soft drinks grew share to 56% with good growth by our       
Tropical brand and the Coca-Cola brand.  Despite lower lager volumes and        
stronger pricing, we increased our share of the alcohol market from 40% to 49%  
supported by increased outlet penetration and superior sales execution.         
In PANAMA total volumes grew by 4%, with lager volumes up 1% in an increasingly 
competitive environment.  Soft drinks volume grew 7%, boosted by the excellent  
performance of Malta Vigor following its re-launch in the prior year and higher 
availability of non-carbonated soft drinks.                                     
In EL SALVADOR total volumes grew 8% with strong soft drink sales in a fast     
growing soft drinks market.  We maintained our leadership in sparkling soft     
drinks with a 55% market share.  Our juice volumes grew 46% following the launch
of a new brand, Jugos del Valle Fresh, in August 2009, while lager volumes were 
in line with the prior year.                                                    
EUROPE                                                                          
Financial summary                    2010          2009        %                
Group revenue (including share of    5,577         6,145       (9)              
associates) (US$m)                                                              
EBITA (US$m)                         872           944         (8)              
EBITA margin (%)                     15.6          15.4                         
Sales volumes (hl 000)                                                          
- Lager                              45,513        47,237      (4)              
- Lager (organic)                    44,872        47,237      (5)              
In 2010 before exceptional charges of US$202 million being US$64 million of     
integration and restructuring costs and US$138 million of business capability   
programme costs (2009: US$452 million being the impairment of non-current assets
of US$392 million, integration and restructuring costs of US$51 million and the 
unwind of fair value adjustments on inventory following the acquisition of      
Grolsch of US$9 million).                                                       
In EUROPE, lager volumes declined 4% on a reported basis and 5% on an organic   
basis as the beer market continued to be impacted by depressed consumer spending
as a result of increased unemployment and tighter credit across the region.     
During the year, a number of markets also faced significant increases in excise,
which have been substantially passed on in price increases.  Against this       
backdrop, we grew or maintained market share in our key markets and increased   
our share of the premium segment.                                               
Organic, constant currency revenue per hectolitre grew 6% reflecting strong     
pricing in the first half, which moderated in the second half.  This, combined  
with improved cost efficiency, drove an organic, constant currency EBITA        
increase of 4% and organic margin expansion of 60 bps.  Marketing expenditure   
was lower than in the prior year which included local sponsorship of the Euro   
2008 football championships and the Olympics.  Fixed costs and depreciation     
increased due to expanded sales and distribution reach and capacity in both     
Russia and Romania.  Central European currencies were considerably weaker than  
in the prior year, impacting raw material costs, but we nevertheless achieved a 
small improvement in variable production costs.  Reported EBITA declined by 8%. 
In POLAND, lager volumes were down 3% although we grew market share, reflecting 
a sustained focus on sales execution and trade programmes.  Brand activities    
centred on Tyskie, Poland`s leading brand, as sponsor of the International Year 
of Beer, driving an increase in brand market share for the third consecutive    
year.  Zubr also captured significant market share, growing volumes by 3%.  In  
the premium segment, we increased our value share, and Grolsch was successfully 
launched in the super-premium segment.  Revenue per hectolitre grew 4% in       
constant currency terms.  In September 2009 we announced the closure of the     
Kielce brewery and three distribution centres.                                  
In the CZECH REPUBLIC, the market was impacted by higher unemployment and       
significant increases in VAT and excise in January 2010.  Our domestic lager    
volumes declined 5%, reflecting a 7% fall in the on-premise channel which has   
been severely affected by economic pressures and lower tourism.  Despite this,  
we maintained market share with our brands now occupying the number one, two and
three market positions.  Our combined super-premium and premium portfolio grew  
over 6% with all key brands growing market share.  The performance of Pilsner   
Urquell, underpinned by strong and improving brand health, was particularly     
noteworthy given its price premium.  The market-leading brand, Gambrinus,       
continued to be negatively affected by its significant exposure to the on-      
premise channel; however the higher priced variant Gambrinus 11 performed well, 
maintaining its leadership of the semi-premium segment.  In the mainstream      
segment, Kozel enjoyed another exceptional year, growing 5% and consolidating   
its position as Czech`s number two brand.  Improved overhead productivity led to
an EBITA margin expansion of over 100 basis points.                             
ROMANIA suffered a severe recession during the year and our lager volumes fell  
13% on an organic basis in a market that declined 24%.  We took market          
leadership with share improving by 400 bps to reach 32% over the year.  The     
mainstream segment continued to grow at the expense of premium and economy      
sectors as consumers sought brands with strong value propositions.  Our largest 
brand, Timisoreana, continued its strong performance with volume growth of 2%.  
We increased our share in the off-premise channel with intensive 360 degree     
brand activation and strong display support and took market leadership of the   
growing key accounts sub-channel.  We maintained our leadership of the declining
on-premise channel.  Revenue per hectolitre grew 9% at constant currency,       
although EBITA declined due to reduced volumes and increased depreciation       
following investment in the prior year.  During the year we strengthened our    
economy segment with the acquisition of the Azuga operations and we closed the  
acquired brewery, as planned.                                                   
In RUSSIA, a significant increase in excise in January 2010 and a sharp decline 
in consumer disposable income led to a drop in industry beer production and     
sales.  Our lager volumes were down 5% but our market share was maintained.     
Repositioning, renovation and line extensions on Zolotaya Bochka lifted the     
brand to number two in the premium segment, while the Kozel brand delivered 13% 
volume growth to become the number one licensed brand in Moscow.  In September  
2009, we launched Grolsch with brand equity indicators showing good growth      
potential.  In May 2009, we opened the new brewery in Ulyanovsk, in line with   
our geographic expansion strategy; and launched the Tri Bogatyrya economy brand 
in a new PET format leading to a doubling of the brand`s volume.  Brand mix     
partially diluted the strong pricing taken in the prior year but we still       
achieved revenue per hectolitre growth of 7% at constant currency.  In the      
Ukraine, the Sarmat brand was relaunched but volume performance was severely    
impacted by a 94% increase in excise in July 2009.  Volume growth on licensed   
brands Kozel and Zolotaya Bochka was very strong, benefiting mix and driving    
revenue per hectolitre growth.                                                  
In ITALY, economic conditions remained negative, although the second half saw   
some signs of stabilisation. Birra Peroni volumes declined 7% during the year as
we reduced promoted volume and stock in trade levels.  Our market share of STRs 
was marginally below the prior year while constant currency revenue per         
hectolitre grew 4% reflecting strong pricing and improved channel mix.  This    
combined with refocused marketing investment behind core brands, production     
efficiencies and fixed cost productivity drove an improvement in EBITA.         
Domestic lager volumes in the NETHERLANDS declined 2%, in line with the branded 
market; a solid result given heavy competitor discounting and off-premise       
consolidation in the year.  Restructuring initiatives taken in the prior year   
began to deliver benefits with fixed costs down 5%.                             
In the UNITED KINGDOM, lager volumes grew 14% on a comparable basis, with Peroni
Nastro Azzurro sales up 29% following strong growth in on-premise channels and  
in key national retailers.  During the year, exports of Miller Genuine Draft to 
Ireland were taken over by our UK business following the termination of the     
previous licensing arrangement.                                                 
In HUNGARY, SLOVAKIA and the CANARIES, economic conditions remain difficult and 
beer markets depressed.  We grew market share in Hungary and maintained share in
Slovakia and the Canaries, despite the decline in the on-premise channel.  In   
November 2009 we announced the closure of the Topolcany brewery in Slovakia.    
NORTH AMERICA                                                                   
Financial summary                         2010         2009           %         
Group revenue (including share of joint   5,228        5,227Squared   -         
ventures) (US$m)                                                                
EBITA (US$m)                              619          581Squared     7         
EBITA margin (%)                          11.8         11.1Squared              
Sales volumes (hl 000)                                                          
- Lager  - excluding contract brewing     43,472       45,629Squared  (5)       
- Soft drinks                             37           54Squared      (31)      
MillerCoors` volumes  (hl 000)                                                  
- Lager  - excluding contract brewing     42,100       43,099Cubed    (2)       
- Sales to retailers (STRs)               41,865       42,836Cubed    (2)       
- Contract brewing                        4,558        4,721Cubed     (3)       
In 2010 before exceptional charges of US$18 million being the group`s share of  
MillerCoors` integration and restructuring costs of US$14 million and the       
group`s share of the unwind of the fair value inventory adjustment of US$4      
million (2009: net exceptional credit of US$325 million being the profit on the 
deemed disposal of the Miller business of US$437 million and exceptional costs  
of US$28 million in relation to the integration and restructuring costs for     
MillerCoors, together with the group`s share of MillerCoors` integration and    
restructuring costs of US$33 million, the group`s share of the unwind of the    
fair value inventory adjustment of US$13 million and the group`s share of the   
impairment of the Sparks brand of US$38 million).                               
Squared Volumes, group revenue and EBITA represent 100% of Miller Brewing       
Company`s performance in the first quarter of the year ended                    
31 March 2009 and the group`s 58% share of MillerCoors` performance and 100% of 
the retained wholly owned Miller Brewing Company business (principally Miller   
Brewing International) for the balance of the year ended 31 March 2009.         
Cubed MillerCoors pro forma figures are based on results for Miller`s and Coors`
US and Puerto Rico operations reported under International Financial Reporting  
Standards (IFRS) and US GAAP respectively for the year ended 31 March 2009.     
Adjustments have been made to reflect both companies` comparative data on a     
similar basis including amortisation of definite-life intangible assets,        
depreciation reflecting revisions to property, plant and equipment values and   
the exclusion of exceptional items.                                             
NORTH AMERICA lager volumes for the year (excluding contract brewing) were down 
5%.  EBITA grew 7% on a reported basis reflecting pro forma EBITA growth of 13% 
in MillerCoors, partly offset by lower export sales, adjustments for pro-forma  
calculations and additional costs in the North American holding companies.      
MILLERCOORS                                                                     
For the year ended 31 March 2010, MillerCoors STRs declined 2% on a pro forma   
basis with continued weak economic conditions affecting the entire industry.    
Domestic STWs also declined 2% on a pro forma basis.  Despite the challenging   
trading environment, EBITA grew 13% on a pro forma basis with firm pricing and  
cost management offsetting volume softness.                                     
Premium light brand volumes were down low single-digits with declines in Miller 
Lite, and Coors Light partially offset by growth of MGD 64.                     
MillerCoors` craft and import portfolio grew marginally with growth from Blue   
Moon and Peroni Nastro Azzurro, which outperformed a soft import category.  The 
domestic above premium portfolio, which includes Miller Chill, Sparks and       
Killian`s Irish Red, continued to exhibit double-digit decline.                 
The below premium portfolio was up low single-digits with a decline in          
Milwaukee`s Best offset by good growth of Keystone and continued growth of      
Miller High Life.                                                               
MillerCoors` revenue per hectolitre grew 3% driven by sustained price increases 
in the prior year and the second half of the current year.                      
Cost of goods sold (COGS) per hectolitre were driven up by increases in         
commodity costs, with increases in brewing materials (malt and corn), packaging 
materials (glass and aluminium), and higher fuel costs.  COGS per hectolitre    
were also negatively impacted by the absorption of fixed costs across lower     
production volumes.                                                             
Marketing, general and administrative costs decreased primarily due to the      
continued realisation of synergies.                                             
In the year, MillerCoors delivered an incremental US$248 million of synergy     
savings, largely through the elimination of duplicate and transitional positions
and specific marketing synergies.  Network optimisation savings continued to be 
realised from shifting production of Coors and Miller brands within the larger  
MillerCoors brewery network.  MillerCoors continued to integrate business       
processes and systems across the enterprise to improve customer service and     
capitalise on the scale of the business.  An incremental US$33 million was      
delivered from other cost initiatives and projects including efficiencies in    
production costs, procurement, and marketing, general and administrative        
expenses.                                                                       
Total annualised synergies and other cost savings now stand at US$409 million,  
comprising synergies of US$326 million and other cost savings of US$83 million. 
MillerCoors remains on track to deliver US$750 million in total annualised      
synergies and other cost savings by the end of the calendar year 2012.          
AFRICA                                                                          
Financial summary                     2010          2009         %              
Group revenue (including share of     2,716         2,567        6              
associates) (US$m)                                                              
EBITA (US$m)                          565           562          1              
EBITA margin (%)                      20.8          21.9                        
Sales volumes (hl 000)                                                          
- Lager                               13,476        12,726       6              
- Lager (organic)                     13,443        12,726       6              
- Soft drinks                         10,442        8,352        25             
- Soft drinks (organic)               8,687         8,352        4              
- Other alcoholic beverages           3,922         4,079        (4)            
In 2010 before net exceptional charges of US$3 million being business           
capability programme costs (2009: US$nil).                                      
AFRICA`S volumes continued to grow in a year in which economic growth slowed as 
a result of the global economic recession, and which also resulted in weaker    
currencies, increased cost of debt and higher inflation.  Our multi beverage    
portfolio proved resilient, with total organic volumes up 4% including lager    
volume growth of 6% and soft drinks growth of 4%.  During the year, we acquired 
further non-alcoholic beverage businesses in Uganda, Ethiopia and Zambia,       
invested in new breweries in Angola, Mozambique, Southern Sudan and Tanzania and
expanded capacity in Uganda and Zambia.                                         
Brand and pack differentiation produced strong growth in the premium category   
and further growth in the affordable segment.  We made progress in driving      
affordability by using local ingredients and supporting enterprise development  
through farming initiatives and local sourcing.                                 
Reported EBITA grew 1%, and by 4% in organic, constant currency terms.  Margins 
declined in the second half to end the year 90 bps below the prior year on an   
organic, constant currency basis as the depreciation of some local currencies   
increased the cost of imported raw materials.  Fixed costs increased with       
capacity expansion and supply chain difficulties in Angola negatively impacted  
margin.  Price increases across the region were generally at or below inflation 
levels.                                                                         
In TANZANIA lager volumes declined 4%, in line with the industry, as a result of
softer consumer spending and adverse weather conditions earlier in the year.    
Marketing spend on all brands was increased with a focus on brand innovation.   
Ndovu Special Malt and Castle Lite were both launched in the premium segment in 
a new 375ml green bottle and volume performance was above initial expectations. 
Safari Lager, Redd`s and Castle Milk Stout all benefited from packaging         
renovations.  Our new brewery in Mbeya was successfully commissioned during the 
second half of the year allowing us to reduce distribution costs in the         
southwest region.  Our arrangement with East African Breweries Limited (EABL) to
brew and distribute their products in Tanzania was terminated in the final      
quarter of the year.                                                            
MOZAMBIQUE returned to strong growth with lager volumes up 11%.  This reflects  
improved economic conditions and good growth in the north, aided by the         
commissioning of our new brewery in Nampula.  Both Laurentina Premium and       
Laurentina Preta, a dark lager, grew strongly.  The draught category performed  
well in the on-premise channel.  Profitability growth slowed reflecting         
increased import costs driven up by the depreciation of the metical against the 
rand.                                                                           
UGANDA delivered strong lager growth of 24% assisted by newly upgraded capacity 
and improved market execution.  The launch of the new long neck bottle          
invigorated the market and differentiated the Nile Special and Club brands.  In 
addition, the launch of Nile Gold, a premium malt lager, was well received.  In 
the final quarter, we completed the acquisition of the Rwenzori water business, 
the market leader in bottled water in Uganda.                                   
ZAMBIA lager volumes benefited from the reduction in excise at the beginning of 
the financial year, driving growth of 17%.  A further excise reduction was      
announced in March 2010.  The beer portfolio was expanded with the launch of the
local premium brand Mosi Gold in December 2009.  Soft drinks volumes grew 1% on 
an organic basis.  The maheu business (a non-alcoholic traditional beverage),   
acquired in September 2009, performed well, growing our non-alcoholic brand     
portfolio and driving soft drinks volumes up 28% on a reported basis.  EBITA    
margin was impacted by unfavourable exchange rates as a result of the weak      
kwacha, which drove up the cost of imported raw materials.                      
In ANGOLA, in a very challenging year, soft drinks volumes ended 5% below the   
prior year, while lager volumes grew 5%.  After years of strong economic growth,
Angola experienced negative GDP growth following a significant drop in oil      
revenue.  During the year, the kwanza was de-linked from the US dollar resulting
in a 15% depreciation and the imposition of severe currency restrictions.  These
factors negatively impacted consumer spending.  Capacity constraints,           
exacerbated by difficult logistics, hampered production whilst the cost of      
imported raw materials was adversely affected by the currency depreciation.  A  
new two million hectolitre soft drinks plant was commissioned in January 2010   
and the new brewery in Luanda was commissioned in April 2010.                   
In BOTSWANA, the sale of alcoholic products continued to be adversely affected  
by difficult economic conditions, the social levy introduced in November 2008   
and restricted trading and drinking hours.  Our lager volumes ended the year 35%
below the prior year.  Soft drinks volumes grew by 9% driven by increased       
returnable bottle sales, enhanced marketing and improved trade execution.       
CASTEL delivered increased profits with lager volumes growing 11% supported by  
new capacity in Angola and good growth in Cameroon, Ethiopia and the Republic of
Congo.  Soft drinks volumes also grew 11% with good growth in Algeria, Tunisia  
and Cameroon.                                                                   
ASIA                                                                            
Financial summary                     2010           2009        %              
Group revenue (including share of                                               
associates                                                                      
and joint ventures) (US$m)            1,741          1,565       11             
EBITA (US$m)                          71             80          (12)           
EBITA margin (%)                      4.1            5.1                        
Sales volumes (hl 000)                                                          
- Lager                               46,279         41,714      11             
- Lager (organic)                     44,815         41,714      7              
ASIA`s lager volumes grew 7% on an organic basis, with good growth in China,    
Australia and Vietnam partly offset by volume decline in India due to regulatory
issues.  Full year EBITA was level on an organic constant currency basis with   
good underlying growth in China offset by difficult trading conditions in India.
Reported EBITA, which includes initial losses in recent Chinese start-ups and   
acquisitions, declined 12%.                                                     
In CHINA lager volumes grew 10% on an organic basis and 13% on a reported basis 
despite a slow-down in growth over the last quarter of the year.  Additional    
capacity of some 20 million hectolitres was added during the year including the 
acquisition of three new breweries and the commissioning of four greenfield     
breweries across both existing and new markets.  Marketing efforts remained     
focused on the Snow brand, which is now approaching 90% of volumes, particularly
behind the Snow Draft and Brave the World variants in the fast growing premium  
segment.  CR Snow`s market share continued to grow and is estimated to exceed   
20%.                                                                            
The central region contributed half of the volume growth with reported volumes  
up 16% driven primarily by growth in the key provinces of Anhui and Zhejiang and
new operations in Shandong and Shanghai.  The north eastern region delivered    
strong volume growth as CR Snow gained share in the Jilin and Heilongjiang      
areas.  Good growth continued in the western region, particularly in the        
provinces of Guizhou and Gansu and a return to growth in Sichuan.               
Volumes in INDIA were down 14% and EBITA declined significantly reflecting      
regulatory disputes in Andhra Pradesh and Uttar Pradesh, and excise increases in
Karnataka and Rajasthan.  Trading conditions improved in the last quarter as    
regulatory issues eased and price increases were implemented in the key states  
of Andhra Pradesh, Karnataka and Maharashtra.  During the year we introduced an 
embossed proprietary bottle which will improve package presentation and drive   
down costs.                                                                     
In VIETNAM, which is reported as a subsidiary for the first time, Miller High   
Life was launched to supplement the local Zorok brand resulting in a marked     
increase in volumes.  The Zorok brand is gaining acceptance regionally and a    
sustainable export business has been created.                                   
In AUSTRALIA, our portfolio of premium brands again delivered strong growth with
lager volumes up 32%.  Peroni Nastro Azzurro continues to take share in the     
premium segment and was supplemented during the year by Peroni Leggera, a low   
carbohydrate variant.  Bluetongue and Miller Genuine Draft continued to perform 
well.  Our greenfield brewery north of Sydney is on track to be commissioned in 
June 2010, and local production will result in lower product costs.             
SOUTH AFRICA: Beverages                                                         
Financial summary                     2010          2009         %              
Group revenue (including share of     4,777         3,955        21             
associates) (US$m)                                                              
EBITA (US$m)                          885           764          16             
EBITA margin (%)                      18.5          19.3                        
Sales volumes (hl 000)                                                          
- Lager                               25,761        25,949       (1)            
- Soft drinks                         17,044        17,303       (1)            
- Other alcoholic beverages           1,404         1,325        6              
In 2010 before net exceptional charges of US$53 million being business          
capability programme costs of US$42 million and costs associated with the       
establishment of the broad-based black economic empowerment transaction of US$11
million (2009: US$nil).                                                         
The economic environment in South Africa remained challenging throughout the    
year with declining consumer demand, despite a return to GDP growth during the  
last quarter of calendar 2009.                                                  
Lager volumes declined by 1% for the year with 1% growth during the second half 
peak offsetting a 3% decline during the first six months.  The beer market grew 
marginally during the year, and growth increased towards the end of the year,   
benefiting somewhat from stock build up ahead of the Easter 2010 peak.          
Soft drinks volumes declined 1% reflecting the difficult economic environment   
and the unseasonably cold and wet weather during the summer peak.  Sparkling    
soft drinks sales were down 1% with increased consumption in PET packs offset by
a decline in can volumes.  The impact of a seven-week strike, which took place  
over the peak Christmas period, was mitigated by thorough contingency planning. 
Revenue grew by 6% and revenue per hectolitre grew by 7% on a constant currency 
basis driven by price increases in line with inflation in both beer and soft    
drinks.  Raw material costs remained under pressure as medium-term contractual  
arrangements with key brewing raw material suppliers limited our ability to     
benefit from the downturn in brewing commodity prices.  Higher packaging        
materials and sugar prices also contributed to increased input costs.           
Organic, constant currency EBITA grew by 2%, but was up 16% on a reported basis 
reflecting the strengthening of the rand over the year, relative to the US      
dollar.  Margins showed a modest decline with a fall in volumes, higher input   
costs and greater investment in market-facing activities partly offset by price 
increases and cost productivity.  A continued focus on reducing non-market-     
facing and distribution costs delivered savings of almost US$80 million during  
the year.  These savings were redirected into market-facing investments.        
Much of the increase in marketing support was directed into our core power      
brands; Carling Black Label, Hansa Pilsener and Castle Lager in the mainstream  
segment and Castle Lite in the premium segment.  Both Hansa Pilsener and Castle 
Lager delivered high single-digit growth.  Castle Lite, which already accounts  
for one in every three premium beers purchased in South Africa, returned to     
growth and is now performing strongly.                                          
In the premium segment, we continued to establish our international premium     
portfolio with the focused development of Miller Genuine Draft, Peroni Nastro   
Azzurro and Grolsch.                                                            
During the year, we upgraded sales capability and customer service offerings to 
retailers in all classes of trade, which resulted in both the number of outlets 
serviced and the intensity of servicing increasing substantially.               
The broad based black economic empowerment transaction that was announced during
the year, will benefit employees, soft drinks and liquor retailers and the wider
South African community by placing 8.45% of the  equity of The South African    
Breweries Limited under black ownership.  The retail offer closed on 28 April   
2010 and the transaction will be completed in June 2010.                        
DISTELL`s international and domestic sales continued to exhibit good performance
with strong sales of cider and ready-to-drink brands offsetting declines in     
spirits and wine.  Despite higher volumes, profitability declined due to        
unfavourable sales mix and adverse transactional currency.                      
SOUTH AFRICA: Hotels and Gaming                                                 
Financial summary                           2010       2009     %               
Group revenue (share of associate) (US$m)   406        348      17              
EBITA (US$m)                                122        122      1               
EBITA margin (%)                            30.0       34.9                     
Revenue per available room (Revpar) - US$   65.33      67.36    (3)             
In 2009 before exceptional charges of US$7 million being the group`s share of   
fair value mark to market losses on financial instruments.                      
SABMiller is a 49% shareholder of the Tsogo Sun group.                          
The South African hotel industry remained subdued during the year with lower    
levels of corporate and government spending.  A number of major sporting events 
in South Africa during the first quarter of the year provided some uplift, but  
occupancies remained depressed overall.                                         
Our share of Tsogo Sun`s reported revenue was US$406 million, an increase of 17%
on a reported basis including the non-organic share of revenue of Tsogo Sun`s   
associated company Gold Reef Resorts and the newly acquired Century Casinos     
business.  Excluding this incremental revenue, revenue decreased 4% against the 
prior year at constant currency.  Constant currency revenue per available room  
(revpar) declined 15%, and was down 3% at reported rates reflecting the stronger
rand relative to the US dollar.                                                 
The gaming industry in South Africa contracted during the year with weak demand 
affecting casino win, although the KwaZulu-Natal region demonstrated resilience.
Gauteng, the most significant gaming province, reported a 3% drop in market     
size.                                                                           
Despite the tough trading conditions, the Tsogo Sun Group concluded a number of 
transactions during the year, positioning itself well to benefit from market    
recovery in the future.  On 30 June 2009, Tsogo Sun acquired 100% of the Century
Casinos business in Caledon and Newcastle, and in October 2009 increased its    
stake in the Suncoast Casino in Durban by an additional 30%.                    
In February 2010, SABMiller announced its intention to merge the Tsogo Sun Group
with Gold Reef Resorts Limited, a Johannesburg Stock Exchange listed business,  
through an all share reverse listing, which will result in SABMiller holding    
39.7% of the listed merged entity.  The newly merged company is expected to be  
one of the top 10 listed Gaming and Hotel companies in the world.  The          
transaction was approved by Gold Reef Resort`s shareholders in April 2010 but   
completion is still subject to the necessary regulatory and other approvals.    
FINANCIAL REVIEW                                                                
NEW ACCOUNTING STANDARDS AND RESTATEMENTS                                       
The accounting policies followed are the same as those published within the     
Annual Report and Accounts for the year ended 31 March 2009 as amended for the  
changes set out in note 1, which had no material impact on the group`s results. 
The consolidated balance sheet as at 31 March 2009 has been restated for further
adjustments relating to initial accounting for business combinations, further   
details of which are provided in note 12.  The Annual Report and Accounts for   
the year ended 31 March 2009 are available on the company`s website:            
www.sabmiller.com.                                                              
SEGMENTAL ANALYSIS                                                              
The group`s operating results on a segmental basis are set out in the segmental 
analysis of operations.  The group has adopted IFRS 8, `Operating Segments`,    
with effect from 1 April 2009 and this has resulted in a change to the segmental
information reported, with Africa and Asia now reported as separate segments.   
Comparative information has been restated accordingly. Additional historical    
information for each of the Africa and Asia segments is available on the        
company`s website.                                                              
SABMiller uses group revenue and EBITA (as defined in the financial definitions 
section) to evaluate performance and believes these measures provide            
stakeholders with additional information on trends and allow for greater        
comparability between segments.  Segmental performance is reported after the    
specific apportionment of attributable head office costs.                       
DISCLOSURE OF VOLUMES                                                           
In the determination and disclosure of sales volumes, the group aggregates 100% 
of the volumes of all consolidated subsidiaries and its equity accounted        
percentage of all associates` and joint ventures` volumes.  Contract brewing    
volumes are excluded from volumes although revenue from contract brewing is     
included within group revenue.  Volumes exclude intra-group sales volumes.  This
measure of volumes is used in the segmental analyses as it closely aligns with  
the consolidated group revenue and EBITA disclosures.  See the financial        
definitions section for the definition of aggregated volumes.                   
Organic, constant currency comparisons                                          
The group discloses certain results on an organic, constant currency basis, to  
show the effects of acquisitions net of disposals and changes in exchange rates 
on the group`s results.  See the financial definitions section for the          
definition.                                                                     
In relation to the MillerCoors joint venture no adjustments have been made in   
the calculation of organic results as the group`s share of the joint venture is 
deemed to be comparable with 100% of the Miller business prior to the creation  
of the joint venture.                                                           
BUSINESS COMBINATIONS AND ACQUISITIONS                                          
On 10 April 2009 the group assumed control of a 70.56% interest in Bere Azuga SA
in Romania following receipt of clearance from the competition authorities and  
has consolidated Bere Azuga from this date.  Subsequently, further share        
purchases were made, together with a mandatory public offer for the remainder of
shares.  As at 31 March 2010, Bere Azuga was wholly owned by the group.  The    
brewing operations of Bere Azuga have been transferred to the group`s principal 
Romanian business, Ursus Breweries SA.                                          
On 1 July 2009 the group completed the acquisition of an effective 40% interest 
in Ambo Mineral Water Share Company in Ethiopia.  On 30 September 2009 the group
acquired an effective 62% interest in a maheu business, a non-alcoholic         
traditional beverage, in Zambia.  On 9 February 2010 the group acquired an      
effective 80% interest in the assets of the Rwenzori water business in Uganda.  
These acquisitions in Africa have all been made in partnership with Castel and  
the effective interests are stated after taking account of Castel`s interests.  
On 29 May 2009 SABMiller plc acquired the outstanding 28.1% minority interest in
its Polish subsidiary, Kompania Piwowarska SA, in exchange for 60 million       
ordinary shares of SABMiller plc.                                               
EXCEPTIONAL ITEMS                                                               
Items that are material either by size or incidence are classified as           
exceptional items. Further details on the treatment of these items can be found 
in note 3 to the financial statements.                                          
Net exceptional charges of US$490 million before finance costs and tax were     
reported during the year (2009: US$89 million), including net exceptional       
charges of US$18 million (2009: US$91 million) related to the group`s share of  
joint ventures` and associates` exceptional charges.  The net exceptional       
charges included US$325 million related to business capability programme costs  
in Latin America, Europe, Africa, South Africa Beverages and Corporate, US$78   
million related to integration and restructuring costs in Europe and Latin      
America, US$45 million related to the impairment of property, plant and         
equipment in Latin America and US$24 million related to transaction costs in    
South Africa Beverages and Corporate.                                           
The group`s share of joint ventures` and associates` exceptional items included 
charges of US$14 million (2009: US$33 million) related to the group`s share of  
MillerCoors` integration and restructuring costs, and US$4 million (2009: US$13 
million) related to the group`s share of the unwinding of fair value adjustments
on inventory in MillerCoors.                                                    
In addition, within net finance costs, there was an exceptional charge in the   
year of US$17 million related to the business capability programme (2009: US$20 
million exceptional credit related to the early termination of financial        
derivatives).                                                                   
In 2009, net exceptional charges of US$89 million before finance costs and tax  
were reported, including net exceptional charges of US$91 million related to the
group`s share of joint ventures` and associates` exceptional charges.  The net  
exceptional charges included US$110 million related to integration and          
restructuring costs in Latin America, Europe and North America, US$392 million  
related to impairments in Europe, US$9 million related to the unwinding of fair 
value adjustments on inventory related to the acquisition of Grolsch, and US$13 
million in relation to litigation in Latin America, partially offset by a US$437
million profit on the deemed disposal of 42% of the US and Puerto Rico          
operations of Miller and a US$89 million profit on the disposal of soft drinks  
businesses in Colombia and Bolivia.  The group`s share of joint ventures` and   
associates` exceptional items included, in addition to the amounts noted above, 
charges of US$38 million related to the group`s share of impairment of the      
Sparks brand in MillerCoors and US$7 million related to the group`s share of    
fair value mark to market losses on financial instruments in Tsogo Sun.         
FINANCE COSTS                                                                   
Net finance costs were US$563 million, a 20% decrease on the prior year`s US$706
million, mainly due to lower interest rates.  Finance costs in the year include 
a net loss of US$8 million (2009: US$27 million) from the mark to market        
adjustments of various derivatives on capital items for which hedge accounting  
cannot be applied.  Finance costs in the year also include a US$17 million      
charge resulting from a change in valuation methodology of financial instruments
as part of the business capability programme.  The mark to market loss and the  
charge resulting from the change in valuation have been excluded from the       
determination of adjusted finance costs and adjusted earnings per share.        
Adjusted net finance costs were US$538 million, down 23%.                       
Interest cover, as defined in the financial definitions section, has increased  
to 8.7 times from 6.6 times in the prior year.                                  
PROFIT BEFORE TAX                                                               
Adjusted profit before tax of US$3,803 million increased by 12% over the prior  
year, primarily as a result of stronger pricing, cost efficiencies and lower    
finance costs.  On a statutory basis, profit before tax of US$2,929 million was 
down 1% including the impact of the exceptional and other adjusting finance     
items noted above. The principal differences between the statutory and adjusted 
profit before tax relate to exceptional items with net exceptional charges of   
US$507 million in the year compared to US$69 million in the prior year.         
TAXATION                                                                        
The effective tax rate of 28.5% before amortisation of intangible assets (other 
than software), exceptional items and the adjustments to finance costs noted    
above, is below that of the prior year (30.2%).  The rate has decreased as a    
result of a more beneficial geographic mix of earnings, reduced levels of       
withholding and local taxes and general efficiency initiatives in the management
of the group`s effective tax rate.                                              
EARNINGS PER SHARE                                                              
The group presents adjusted basic earnings per share, which excludes the impact 
of amortisation of intangible assets (other than software), certain non-        
recurring items and post-tax exceptional items, in order to present an          
additional measure of performance for the years shown in the consolidated       
financial statements.  Adjusted basic earnings per share of 161.1 US cents were 
up 17% on the prior year, benefiting from higher EBITA, lower finance costs and 
a lower effective tax rate as discussed above together with lower profit        
attributable to minority interests partially offset by an increase in the       
weighted average number of shares in issue.  The reduction in profit            
attributable to minority interests and the increase in shares in issue result   
mainly from the buyout of the minority interests in our Polish business.  An    
analysis of earnings per share is shown in note 6.  On a statutory basis, basic 
earnings per share were lower at 122.6 US cents (2009: 125.2 US cents) as a     
result of higher exceptional charges.                                           
CASH FLOW AND CAPITAL EXPENDITURE                                               
Net cash generated from operations before working capital movements (EBITDA) of 
US$3,974 million decreased by 5% compared with the prior year.  EBITDA excludes 
cash contributions from joint ventures and was therefore affected by the        
formation of the MillerCoors joint venture in the first half of the prior year. 
To consider cash generation on a comparable basis, a normalised EBITDA measure  
is used that includes the dividends received from MillerCoors of US$707 million 
(2009: US$454 million).  Normalised EBITDA grew 1% compared with the prior year,
including the adverse impact of the cash flows related to exceptional items of  
US$339 million (2009: US$49 million).                                           
Net cash generated from operating activities of US$3,277 million was up US$1,094
million reflecting a significant improvement in working capital, together with  
lower tax and net interest payments partly offset by the reduction in EBITDA.   
The working capital improvement of US$1,056 million compared with the prior year
reflects changes in process management practices applied to inventory,          
receivables and payables, resulting in net working capital inflows in most major
operations.                                                                     
The group has continued to invest in its operations, selectively maintaining    
investment to support future growth, including new breweries in Russia, Angola, 
Tanzania, Southern Sudan and Mozambique together with recently completed        
capacity expansions in Poland, Romania, Ghana and Uganda.  Capital expenditure  
for the year was US$1,436 million (2009: US$2,073 million).  With effect from 1 
July 2008, the capital expenditure for the MillerCoors joint venture has been   
excluded from the consolidated capital expenditure reported.  Capital           
expenditure including the purchase of intangible assets was US$1,528 million    
(2009: US$2,147 million).                                                       
Free cash flow improved significantly by US$1,913 million to US$2,010 million,  
reflecting improved working capital and lower capital expenditure.              
BORROWINGS AND NET DEBT                                                         
Gross debt at 31 March 2010, comprising borrowings together with the fair value 
of derivative assets or liabilities held to manage interest rate and foreign    
currency risk of borrowings, increased to US$9,177 million from US$9,131 million
at 31 March 2009.  Net debt comprising gross debt net of cash and cash          
equivalents decreased to US$8,398 million from US$8,709 million (restated) at 31
March 2009.  The level of net debt was lower owing to the improvement in free   
cash flow, despite the strengthening of certain currencies in which the group`s 
debt is denominated.  An analysis of net debt is provided in note 10c.          
The group`s gearing (presented as a ratio of net debt/equity) has decreased to  
40.8% from 54.0% (restated) at 31 March 2009.  The weighted average interest    
rate for the gross debt portfolio at 31 March 2010 was 5.7% (2009: 7.1%).       
On 1 July 2009 the US$300 million LIBOR +0.3% Notes issued by SABMiller plc     
matured and were refinanced from existing facilities. On 17 July 2009 SABMiller 
plc completed a Euro1,000 million bond issue which was issued under the US$5,000
million Euro Medium Term Note Programme.  The notes were issued in a single     
tranche of 5.5 year notes with a coupon of 4.5%.  The net proceeds of the bond  
have been used to repay existing indebtedness.                                  
In October 2009 the US$1,000 million 364 day facility was voluntarily cancelled 
in part, reducing the size of the facility to US$600 million.  The facility was 
subsequently extended from October 2009 to 6 October 2010 in the amount of      
US$515 million, with a one year term-out option.                                
On 19 March 2010 SABMiller plc completed a Peruvian nuevo sol (PEN) 150 million 
(US$53 million) bond issue which was issued under the PEN 1,500 million         
Guaranteed Medium Term Note Programme.  The notes were issued in a single       
tranche of five year notes with a coupon of 6.75%.  The net proceeds of the bond
have been used to repay existing indebtedness.                                  
At 31 March 2010, the group had undrawn committed borrowing facilities of       
US$3,579 million (2009: US$2,093 million).                                      
TOTAL EQUITY                                                                    
Total equity increased from US$16,117 million (restated) at 31 March 2009 to    
US$20,599 million at 31 March 2010.  The increase is primarily due to currency  
translation movements on foreign currency investments, profit for the year and  
the issue of shares for the Polish minority buyout, partly offset by dividend   
payments and fair value moves on hedged items.                                  
GOODWILL AND INTANGIBLE ASSETS                                                  
Goodwill has increased to US$11,584 million (2009: US$8,716 million) primarily  
due to foreign exchange movements and goodwill arising on acquisitions in the   
year, including the Polish minority buyout. Intangible assets have increased in 
the year to US$4,354 million (2009: US$3,742 million) as a result of foreign    
exchange movements and additions, primarily related to the business capability  
programme, partially offset by amortisation.  The prior year comparatives for   
both goodwill and intangible assets have been restated to reflect adjustments to
provisional fair values of business combinations, further details of which are  
provided in note 12.                                                            
CURRENCIES                                                                      
The rand appreciated by 32% against the US dollar during the year and ended the 
financial year at R7.30 to the US dollar, while the weighted average rand/dollar
rate strengthened by 14% to R7.78 compared with R8.87 in the prior year.  The   
Colombian peso (COP) strengthened by 33% against the US dollar compared with the
prior year and ended the financial year at COP1,929 to the US dollar compared   
with COP2,561 at 31 March 2009.  The weighted average COP/dollar rate           
strengthened by 1% to COP2,031 compared with COP2,061 in the prior year.        
DIVIDEND                                                                        
The board has proposed a final dividend of 51US cents per share for the year.   
Shareholders will be asked to approve this recommendation at the annual general 
meeting, which will be held on Thursday 22 July 2010.  If approved, the dividend
will be payable on Friday 13 August 2010 to shareholders registered on the      
London and Johannesburg registers on Friday 6 August 2010. The ex-dividend      
trading dates will be Wednesday 4 August 2010 on the London Stock Exchange (LSE)
and Monday 2 August 2010 on the JSE Limited (JSE).  As the group reports in US  
dollars, dividends are declared in US dollars. They are payable in South African
rand to shareholders on the Johannesburg register, in US dollars to shareholders
on the London register with a registered address in the United States (unless   
mandated otherwise), and in sterling to all remaining shareholders on the London
register. Further details relating to dividends are provided in note 7.         
The rate of exchange applicable on Wednesday 21 July 2010 will be used for US   
dollar conversion into South African rand and sterling.  A currency conversion  
announcement will be made on the JSE`s Securities Exchange News Service and on  
the LSE`s Regulatory News Service, indicating the rates of exchange to be       
applied, on Thursday 22 July 2010.                                              
From the commencement of trading on Thursday 22 July 2010 until the close of    
business on Friday 6 August 2010, no transfers between the London and           
Johannesburg registers will be permitted, and from Monday 2 August 2010 until   
Friday 6 August 2010, no shares may be dematerialised or rematerialised, both   
days inclusive.                                                                 
ANNUAL REPORT AND ACCOUNTS                                                      
The group`s unaudited condensed financial statements and certain significant    
explanatory notes follow. The annual report will be mailed to shareholders in   
late June 2010 and the annual general meeting of the company will be held at the
Intercontinental Park Lane Hotel in London at 11:00 on Thursday 22 July 2010.   
SABMiller plc                                                                   
CONSOLIDATED INCOME STATEMENT                                                   
for the year ended 31 March                                                     
                                               2010        2009                 
                                               Unaudited   Audited              
Notes   US$m        US$m                 
Revenue                                 2       18,020      18,703              
Net operating expenses                          (15,401)    (15,555)            
Operating profit                        2       2,619       3,148               
Operating profit before exceptional             3,091       3,146               
items                                                                           
Exceptional items                       3       (472)       2                   
Net finance costs                       4       (563)       (706)               
Interest payable and similar charges            (879)       (1,301)             
Interest receivable and similar income          316         595                 
Share of post-tax results of associates 2       873         516                 
and joint ventures                                                              
Profit before taxation                          2,929       2,958               
Taxation                                5       (848)       (801)               
Profit for the financial year                   2,081       2,157               
                                                                                
Profit attributable to minority                 171         276                 
interests                                                                       
Profit attributable to equity                   1,910       1,881               
shareholders                                                                    
2,081       2,157                
Basic earnings per share (US cents)     6       122.6       125.2               
Diluted earnings per share (US cents)   6       122.1       124.6               
All operations are continuing.                                                  
The notes on pages 25 to 38 form an integral part of these condensed financial  
statements.                                                                     
SABMiller plc                                                                   
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME                                  
for the year ended 31 March                                                     
                                               2010         2009                
                                               Unaudited    Unaudited           
                                       Notes   US$m         US$m                
Profit for the financial year                   2,081        2,157              
Other comprehensive income:                                                     
Currency translation differences on             2,431        (3,385)            
foreign currency net investments                                                
Actuarial losses on defined benefit             (15)         (18)               
plans                                                                           
Available for sale investments:                 2            (8)                
- Fair value gains/(losses) arising             4            (8)                
during the year                                                                 
- Fair value gains transferred to               (2)          -                  
profit or loss                                                                  
Net investment hedges:                                                          
- Fair value (losses)/gains arising             (310)        337                
during the year                                                                 
Cash flow hedges:                               (59)         28                 
- Fair value (losses)/gains arising             (48)         24                 
during the year                                                                 
- Fair value gains transferred to               (17)         -                  
inventory                                                                       
- Fair value gains transferred to               (1)          -                  
property, plant and equipment                                                   
- Fair value losses transferred to              7            4                  
profit or loss                                                                  
Tax on items included in other                  (36)         125                
comprehensive income:                                                           
- Tax on cash flow hedges                       (46)         31                 
- Tax on actuarial losses on defined            10           94                 
benefit plans                                                                   
Share of associates` and joint          9       136          (330)              
ventures` gains/(losses) included in                                            
other comprehensive income                                                      
Other comprehensive income for the              2,149        (3,251)            
year, net of tax                                                                
Total comprehensive income for the year         4,230        (1,094)            
Attributable to:                                                                
Equity shareholders                             4,075        (1,345)            
Minority interests                              155          251                
Total comprehensive income for the year         4,230        (1,094)            
The notes on pages 25 to 38 form an integral part of these condensed financial  
statements.                                                                     
SABMiller plc                                                                   
CONSOLIDATED BALANCE SHEET                                                      
at 31 March                                                                     
                                               2010          2009               
Unaudited     Unaudited          
                                       Notes   US$m          US$m               
Assets                                                                          
Non-current assets                                                              
Goodwill                                8       11,584        8,716             
Intangible assets                       8       4,354         3,742             
Property, plant and equipment                   8,915         7,406             
Investments in joint ventures           9       5,822         5,495             
Investments in associates               9       2,213         1,787             
Available for sale investments                  31            29                
Derivative financial instruments                409           695               
Trade and other receivables                     117           125               
Deferred tax assets                             164           161               
                                               33 609        28 156             
Current assets                                                                  
Inventories                                     1,295         1,241             
Trade and other receivables                     1,665         1,576             
Current tax assets                              135           168               
Derivative financial instruments                20            54                
Available for sale investments                  1             11                
Cash and cash equivalents               10c     779           422               
                                               3,895         3,472              
Total assets                                    37,504        31,628            
Liabilities                                                                     
Current liabilities                                                             
Derivative financial instruments                (174)         (35)              
Borrowings                              10c     (1,605)       (2,148)           
Trade and other payables                        (3,227)       (2,400)           
Current tax liabilities                         (616)         (463)             
Provisions                                      (355)         (299)             
                                               (5,977)       (5,345)            
Non-current liabilities                                                         
Derivative financial instruments                (147)         (107)             
Borrowings                              10c     (7,809)       (7,470)           
Trade and other payables                        (145)         (186)             
Deferred tax liabilities                        (2,374)       (2,030)           
Provisions                                      (453)         (373)             
                                               (10,928)      (10,166)           
Total liabilities                               (16,905)      (15,511)          
Net assets                                      20,599        16,117            
Equity                                                                          
Share capital                                   165           159               
Share premium                                   6,312         6,198             
Merger relief reserve                           4,586         3,395             
Other reserves                                  1,322         (872)             
Retained earnings                               7,525         6,496             
Total shareholders` equity                      19,910        15,376            
Minority interests in equity                    689           741               
Total equity                                    20,599        16,117            
As restated (see note 12).                                                      
The notes on pages 25 to 38 form an integral part of these condensed financial  
statements.                                                                     
SABMiller plc                                                                   
CONSOLIDATED CASH FLOW STATEMENT                                                
for the year ended 31 March                                                     
                                                  2010        2009              
Unaudited   Unaudited         
                                        Notes     US$m        US$m              
Cash flows from operating activities                                            
Cash generated from operations           10a       4,537       3,671            
Interest received                                  317         275              
Interest paid                                      (957)       (997)            
Tax paid                                           (620)       (766)            
Net cash generated from operating        10b       3,277       2,183            
activities                                                                      
Cash flows from investing activities                                            
Purchase of property, plant and                    (1,436)     (2,073)          
equipment                                                                       
Proceeds from sale of property, plant              37          75               
and equipment                                                                   
Purchase of intangible assets                      (92)        (74)             
Purchase of available for sale                     (6)         (14)             
investments                                                                     
Proceeds from disposal of available for            14          4                
sale investments                                                                
Proceeds from disposal of businesses               -           119              
Acquisition of businesses (net of cash             (78)        (252)            
acquired)                                                                       
Overdraft disposed with businesses                 -           2                
Cash disposed with businesses                      -           (4)              
Purchase of shares from minorities                 (5)         (5)              
Investments in joint ventures                      (353)       (397)            
Investments in associates                          (76)        (4)              
Repayment of investments by associates             3           3                
Dividends received from joint ventures   9         707         454              
Dividends received from associates       9         106         151              
Dividends received from other                      2           1                
investments                                                                     
Net cash used in investing activities              (1,177)     (2,014)          
Cash flows from financing activities                                            
Proceeds from the issue of shares                  114         23               
Purchase of own shares for share trusts            (8)         (37)             
Proceeds from borrowings                           5,110       4,960            
Repayment of borrowings                            (5,714)     (4,096)          
Capital element of finance lease                   (4)         (1)              
payments                                                                        
Net cash payments on net investment                (137)       (12)             
hedges                                                                          
Dividends paid to shareholders of the              (924)       (877)            
parent                                                                          
Dividends paid to minority interests               (160)       (217)            
Net cash used in financing activities              (1,723)     (257)            
Net cash inflow/(outflow) from                     377         (88)             
operating, investing and financing                                              
activities                                                                      
Effects of exchange rate changes                   90          22               
Net increase/(decrease) in cash and                467         (66)             
cash equivalents                                                                
Cash and cash equivalents at 1 April     10c       122         188              
Cash and cash equivalents at 31 March    10c       589         122              
As restated (see note 12).                                                      
The notes on pages 25 to 38 form an integral part of these condensed financial  
statements.                                                                     
SABMiller plc                                                                   
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY                                     
for the year ended 31 March                                                     
Called   Share     Merger    Other             
                                 up       premium   relief    reserves          
                                 share    account   reserve                     
                                 capital                                        
US$m     US$m      US$m      US$m              
                                                                                
At 1 April 2008 (audited)         158      6,176     3,395     2,215            
Total comprehensive income        -        -         -         (3,080)          
Profit for the year               -        -         -         -                
Other comprehensive income        -        -         -         (3,080)          
Other movements                   -        -         -         -                
Contributed to joint ventures     -        -         -         (7)              
Dividends paid                    -        -         -         -                
Issue of SABMiller plc ordinary   1        22        -         -                
shares                                                                          
Payment for purchase of own       -        -         -         -                
shares for share trusts                                                         
Arising on business combinations  -        -         -         -                
Buyout of minority interests      -        -         -         -                
Credit entry relating to share-   -        -         -         -                
based payments                                                                  
At 31 March 2009 (unaudited)      159      6,198     3,395     (872)            
Total comprehensive income        -        -         -         2,194            
Profit for the year               -        -         -         -                
Other comprehensive income        -        -         -         2,194            
Dividends paid                    -        -         -         -                
Issue of SABMiller plc ordinary   6        114       1,191     -                
shares                                                                          
Payment for purchase of own       -        -         -         -                
shares for share trusts                                                         
Arising on business combinations  -        -         -         -                
Buyout of minority interests      -        -         -         -                
Credit entry relating to share-   -        -         -         -                
based payments                                                                  
At 31 March 2010 (unaudited)      165      6,312     4,586     1,322            
SABMiller plc                                                                   
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY                                     
for the year ended 31 March                                                     
                           Retained  Total          Minority   Total            
                           earnings  shareholders`  interests  equity           
equity                                     
                           US$m      US$m           US$m       US$m             
At 1 April 2008 (audited)   5,601     17,545         699        18,244          
Total comprehensive income  1,735     (1,345)        251        (1,094)         
Profit for the year         1,881     1,881          276        2,157           
Other comprehensive income  (146)     (3,226)        (25)       (3,251)         
Other movements             (5)       (5)            -          (5)             
Contributed to joint        -         (7)            (2)        (9)             
ventures                                                                        
Dividends paid              (877)     (877)          (221)      (1,098)         
Issue of SABMiller plc      -         23             -          23              
ordinary shares                                                                 
Payment for purchase of own (37)      (37)           -          (37)            
shares for share trusts                                                         
Arising on business         -         -              17         17              
combinations                                                                    
Buyout of minority          -         -              (3)        (3)             
interests                                                                       
Credit entry relating to    79        79             -          79              
share-based payments                                                            
At 31 March 2009            6,496     15,376         741        16,117          
(unaudited)                                                                     
Total comprehensive income  1,881     4,075          155        4,230           
Profit for the year         1,910     1,910          171        2,081           
Other comprehensive income  (29)      2,165          (16)       2,149           
Dividends paid              (924)     (924)          (162)      (1,086)         
Issue of SABMiller plc      -         1,311          -          1,311           
ordinary shares                                                                 
Payment for purchase of own (8)       (8)            -          (8)             
shares for share trusts                                                         
Arising on business         -         -              27         27              
combinations                                                                    
Buyout of minority          -         -              (72)       (72)            
interests                                                                       
Credit entry relating to    80        80             -          80              
share-based payments                                                            
At 31 March 2010            7,525     19,910         689        20,599          
(unaudited)                                                                     
As restated (see note 12).                                                      
The notes on pages 25 to 38 form an integral part of these condensed financial  
statements.                                                                     
The US$1,191 million increase in the merger relief reserve in the year ended 31 
March 2010 relates to the merger relief arising on the issue of SABMiller plc   
ordinary shares for the buyout of minority interests in the group`s Polish      
business.                                                                       
SABMiller plc                                                                   
NOTES TO THE FINANCIAL STATEMENTS                                               
1. BASIS OF PREPARATION                                                         
The preliminary announcement for the year ended 31 March 2010 has been prepared 
in accordance with the International Accounting Standards and International     
Financial Reporting Standards (collectively IFRS) and International Financial   
Reporting Interpretation Committee (IFRIC) interpretations as adopted by the EU.
The financial information in this preliminary announcement is not audited and   
does not constitute statutory accounts within the meaning of s434 of the        
Companies Act 2006.  Group financial statements for 2010 will be delivered to   
the Registrar of Companies in due course.  The board of directors approved this 
financial information on 19 May 2010.  The annual financial statements for the  
year ended 31 March 2009, approved by the board of directors on 1 June 2009,    
which represent the statutory accounts for that year, have been filed with the  
Registrar of Companies.  The auditors` report on those accounts was unqualified 
and did not contain a statement made under s237(2) or (3) of the Companies Act  
1985.                                                                           
Items included in the financial information of each of the group`s entities are 
measured using the currency of the primary economic environment in which the    
entity operates (functional currency).  The consolidated financial information  
is presented in US dollars which is the group`s presentational currency.        
ACCOUNTING POLICIES                                                             
The financial statements are prepared under the historical cost convention,     
except for the revaluation to fair value of certain financial assets and        
liabilities, and post-retirement assets and liabilities.                        
The accounting policies adopted are consistent with those of the previous       
financial year except that the group has adopted the following standards which  
became mandatory for the first time in the financial year ended 31 March 2010.  
-    IAS 1 (revised), `Presentation of financial statements` requires the       
presentation of a statement of changes in equity as a primary statement,        
includes non-mandatory changes to the titles of primary statements and          
introduces a statement of comprehensive income, but allows the presentation of a
two statement approach with a separate income statement and statement of        
comprehensive income.  The group has chosen to maintain existing primary        
statement titles and to follow the two statement approach.                      
- Amendment to IFRS 7, `Financial Instruments: Disclosures` requires additional 
disclosures about fair value measurement and liquidity risk.                    
- IFRS 8, `Operating Segments` requires separate reporting of segmental         
information for operating segments.  Operating segments reflect the management  
structure of the group and the way performance is evaluated and resources       
allocated based on group revenue and EBITA by the group`s chief operating       
decision maker, defined as the executive directors.  The group is focussed      
geographically and as a result of the implementation of IFRS 8, Africa and Asia 
are now presented as separate segments.  Comparative information has been       
restated accordingly.  Whilst not meeting the definition of reportable segments,
the group reports separately as segments Asia, South Africa Hotels and Gaming,  
and Corporate as this provides useful additional information.                   
On 23 March 2010, the EU endorsed Annual Improvements to IFRSs (2009), which    
included an amendment to the disclosures required by IFRS 8, `Operating         
Segments`. Although only mandatory for periods beginning on or after 1 January  
2010, the group has chosen to adopt this amendment early. Following the         
implementation of IFRS 8 and the early adoption of the subsequent amendment, the
group no longer discloses segment assets or liabilities, as these are not       
reported to the group`s chief operating decision maker.                         
The following standards, interpretations and amendments have been adopted by the
group since 1 April 2009 with no significant impact on its consolidated results 
or financial position:                                                          
- Annual improvements to IFRSs (2008)                                           
- Amendment to IAS 23 (revised), `Borrowing Costs`                              
- Amendment to IFRS 2, `Share-based Payments` - Vesting Conditions and          
Cancellations                                                                   
- Amendment to IFRS 1, `First-time Adoption of IFRS` and IAS 27, `Consolidated  
and Separate Financial Statements` on the `Cost of an Investment in a           
Subsidiary, Jointly Controlled Entity or Associate`                             
- Amendment to IAS 32, `Financial Instruments: Presentation` and IAS 1,         
`Presentation of Financial Statements` - `Puttable Financial Instruments and    
Obligations Arising on Liquidation`                                             
- IFRIC 12, `Service Concession Arrangements`                                   
- IFRIC 13, `Customer Loyalty Programmes`                                       
- Amendment to IFRIC 9 and IAS 39, `Reassessment of Embedded Derivatives`.      
SABMiller plc                                                                   
NOTES TO THE FINANCIAL STATEMENTS (continued)                                   
2. SEGMENTAL INFORMATION (UNAUDITED)                                            
The segmental information presented below includes the reconciliation of GAAP   
measures presented on the face of the income statement to non-GAAP measures     
which are used by management to analyse the group`s performance.                
            Revenue  Share of     Group   Revenue  Share of     Group           
                     associates`  revenue          associates`  revenue         
                     and joint                     and joint                    
ventures`                     ventures`                    
                     revenue                       revenue                      
            2010     2010         2010    2009     2009         2009            
            US$m     US$m         US$m    US$m     US$m         US$m            
Latin        5,894    11           5,905   5,484    11           5,495          
America                                                                         
Europe       5,558    19           5,577   6,118    27           6,145          
North        107      5,121        5,228   1,553    3,674        5,227          
America                                                                         
Africa       1,774    942          2,716   1,615    952          2,567          
Asia         473      1,268        1,741   470      1,095        1,565          
South        4,214    969          5,183   3,463    840          4,303          
Africa:                                                                         
- Beverages  4,214    563          4,777   3,463    492          3,955          
- Hotels and -        406          406     -        348          348            
Gaming                                                                          
Group        18,020   8,330        26,350  18,703   6,599        25,302         
OPERATING PROFIT                                                                
The following table provides a reconciliation of operating profit to operating  
profit before exceptional items.                                                
Operating  Excep-   Operating  Operating  Excep-  Operating          
           profit     tional   profit     profit     tional  profit             
                      items    before                items   before             
                               excep-                        excep-             
tional                        tional             
                               items                         items              
           2010       2010     2010       2009       2009    2009               
           US$m       US$m     US$m       US$m       US$m    US$m               
Latin       1,114      156      1,270      1,102      (45)    1,057             
America                                                                         
Europe      638        202      840        448        452     900               
North       12         -        12         639        (409)   230               
America                                                                         
Africa      313        3        316        354        -       354               
Asia        (34)       -        (34)       (2)        -       (2)               
South       773        53       826        704        -       704               
Africa:                                                                         
Beverages                                                                       
Corporate   (197)      58       (139)      (97)       -       (97)              
Group       2,619      472      3,091      3,148      (2)     3,146             
EBITA (segment result)                                                          
This comprises operating profit before exceptional items, amortisation of       
intangible assets (excluding software) and includes the group`s share of        
associates` and joint ventures` operating profit on a similar basis.  The       
following table provides a reconciliation of operating profit before exceptional
items to EBITA.                                                                 
                        Operating   Share of     Amortisation EBITA             
                        profit      associates`  of                             
before      and joint    intangible                     
                        exceptional ventures`    assets                         
                        items       operating    (excluding                     
                                    profit       software) -                    
before       group and                      
                                    exceptional  share of                       
                                    items        associates`                    
                                                 and joint                      
ventures`                      
                        2010        2010         2010         2010              
                         US$m        US$m         US$m         US$m             
Latin America            1,270       -            116          1,386            
Europe                   840         3            29           872              
North America            12          562          45           619              
Africa                   316         248          1            565              
Asia                     (34)        98           7            71               
South Africa:            826         180          1            1,007            
- Beverages              826         59           -            885              
- Hotels and Gaming      -           121          1            122              
Corporate                (139)       -            -            (139)            
Group                    3,091       1,091        199          4,381            
                                                                                
                        Operating   Share of     Amortisation EBITA             
                        profit      associates`  of                             
before      and joint    intangible                     
                        exceptional ventures`    assets                         
                        items       operating    (excluding                     
                                    profit       software) -                    
before       group and                      
                                    exceptional  share of                       
                                    items        associates`                    
                                                 and joint                      
ventures`                      
                        2009        2009         2009         2009              
                        US$m        US$m         US$m         US$m              
Latin America            1,057       1            115          1,173            
Europe                   900         4            40           944              
North America            230         314          37           581              
Africa                   354         208          -            562              
Asia                     (2)         75           7            80               
South Africa:            704         181          1            886              
- Beverages              704         60           -            764              
- Hotels and Gaming      -           121          1            122              
Corporate                (97)        -            -            (97)             
Group                    3,146       783          200          4,129            
The group`s share of associates` and joint ventures` operating profit is        
reconciled to the share of post-tax results of associates and joint ventures in 
the income statement as follows:                                                
2010         2009                
                                               US$m         US$m                
Share of associates` and joint ventures`        1,091        783                
operating profit before exceptional items                                       
Share of associates` and joint ventures`        (18)         (91)               
exceptional items                                                               
Share of associates` and joint ventures` net    (40)         (25)               
finance costs                                                                   
Share of associates` and joint ventures`        (118)        (113)              
taxation                                                                        
Share of associates` and joint ventures`        (42)         (38)               
minority interests                                                              
Share of post-tax results of associates and     873          516                
joint ventures                                                                  
Excise duties of US$3,825 million (2009: US$3,820 million) have been incurred   
during the year as follows: Latin America US$1,517 million (2009: US$1,383      
million); Europe US$1,075 million (2009: US$1,118 million); North America US$2  
million (2009: US$239 million); Africa US$282 million (2009: US$270 million);   
Asia US$181 million (2009: US$184 million) and South Africa US$768 million      
(2009: US$626 million).                                                         
The following table provides a reconciliation of EBITDA (the net cash generated 
from operations before working capital movements) before cash exceptional items 
to EBITDA after cash exceptional items.  A reconciliation of profit for the year
for the group to EBITDA after cash exceptional items for the group can be found 
in note 10a.                                                                    
                EBITDA    Cash      EBITDA  EBITDA    Cash     EBITDA           
                before    excep-            before    excep-                    
                cash      tional            cash      tional                    
excep-    items             excep-    items                     
                tional                      tional                              
                items                       items                               
                2010      2010      2010    2009      2009     2009             
US$m      US$m      US$m    US$m      US$m     US$m             
Latin America    1,710     (92)      1,618   1,418     (19)     1,399           
Europe           1,203     (144)     1,059   1,239     (6)      1,233           
North America    15        -         15      244       (24)     220             
Africa           412       (3)       409     415       -        415             
Asia             (3)       -         (3)     26        -        26              
South Africa:    984       (42)      942     883       -        883             
Beverages                                                                       
Corporate        (8)       (58)      (66)    (12)      -        (12)            
Group            4,313     (339)     3,974   4,213     (49)     4,164           
EBITDA excludes the results of associates and joint ventures and hence the      
decline in EBITDA for North America is due to the US and Puerto Rico operations 
of the Miller business being contributed into the MillerCoors joint venture     
during the prior year.                                                          
           Capital      Investment Total  Capital     Investment  Total         
           expenditure  activity          expenditure activity                  
excluding                      excluding                             
           investment                     investment                            
           activity1                      activity1                             
           2010         2010       2010    2009        2009        2009         
US$m         US$m       US$m   US$m        US$m        US$m          
Capital                                                                         
expenditure                                                                     
Latin       357          (13)       344    552         (113)       439          
America                                                                         
Europe      346          8          354    753         197         950          
North       -            317        317    38          378         416          
America                                                                         
Africa      524          84         608    416         49          465          
Asia        48           36         84     86          37          123          
South       210          63         273    285         -           285          
Africa:                                                                         
-          210          -          210    285         -           285           
Beverages                                                                       
- Hotels   -            63         63     -           -           -             
and Gaming                                                                      
Corporate   43           6          49     17          -           17           
Group       1,528        501        2,029  2,147       548         2,695        
Capital expenditure includes additions of intangible assets (excluding          
goodwill) and property, plant and equipment.                                    
2 Investment activity includes acquisitions and disposals of businesses, net    
investments in associates and joint ventures, purchases of shares in minorities 
and purchases and disposals of available for sale investments.                  
3. EXCEPTIONAL ITEMS                                                            
2010         2009                 
                                              Unaudited    Audited              
                                              US$m         US$m                 
Exceptional items included in operating                                         
profit                                                                          
Business capability programme costs            (325)        -                   
Impairments                                    (45)         (392)               
Integration and restructuring costs            (78)         (110)               
Transaction costs                              (24)         -                   
Profit on disposal of businesses               -            526                 
Unwinding of fair value adjustments on         -            (9)                 
inventory                                                                       
Litigation                                     -            (13)                
Net exceptional (losses)/gains included        (472)        2                   
within operating profit                                                         
                                                                                
Exceptional items included in net finance                                       
costs                                                                           
Business capability programme costs            (17)         -                   
Gain on early termination of financial         -            20                  
derivatives                                                                     
Net exceptional (losses)/gains included        (17)         20                  
within net finance costs                                                        
                                                                                
Share of associates` and joint ventures`                                        
exceptional items                                                               
Integration and restructuring costs            (14)         (33)                
Unwinding of fair value adjustments on         (4)          (13)                
inventory                                                                       
Impairment of intangible assets                -            (38)                
Fair value losses on financial instruments     -            (7)                 
Share of associates` and joint ventures`       (18)         (91)                
exceptional items                                                               
                                                                                
Taxation credits relating to subsidiaries`     64           56                  
and the group`s share of associates` and                                        
joint ventures` exceptional items                                               
EXCEPTIONAL ITEMS INCLUDED IN OPERATING PROFIT                                  
Business capability programme costs                                             
Following the establishment of the business capability programme which will     
streamline finance, human resources and procurement activities through the      
deployment of global systems and, within regions, the introduction of common    
sales, distribution and supply chain management systems, costs of US$325 million
have been incurred in the year (2009: US$nil).                                  
Impairments                                                                     
During 2010, an impairment charge of US$45 million was recorded in relation to  
property, plant and equipment following the announcement of the closure of      
production facilities at the Bogota brewery in Colombia.                        
In 2009, goodwill impairments were recorded in respect of the Grolsch business  
and Sarmat in Ukraine of US$350 million and US$14 million respectively.  Other  
impairments principally related to intangible assets and property, plant and    
equipment in Ukraine of US$28 million.                                          
Integration and restructuring costs                                             
In Europe US$64 million of integration and restructuring costs were incurred in 
Romania following the acquisition of Bere Azuga, including the closure of a     
brewery; in Poland including the closure of the Kielce brewery; in Slovakia     
including the closure of the Topolcany brewery; and in Italy, the Netherlands   
and the Canary Islands primarily associated with retrenchments.  In Latin       
America US$14 million was incurred in relation to restructuring following the   
announcement of the closure of the production facilities at the Bogota brewery  
in Colombia.                                                                    
In 2009, US$51 million of integration and restructuring costs were incurred in  
Grolsch, Poland, the Czech Republic, Russia and Ukraine in Europe;  US$31       
million of restructuring costs were incurred in Latin America, principally in   
Colombia; and US$28 million of staff retention and certain integration costs    
were recorded in North America relating to MillerCoors.                         
Transaction costs                                                               
During 2010, US$11 million of costs have been incurred in relation to the broad-
based black economic empowerment transaction in South Africa.                   
Additionally, costs of US$13 million were incurred in relation to an            
unsuccessful potential transaction and have been treated as exceptional in the  
Corporate division.                                                             
Profit on disposal of businesses                                                
In 2009, a profit of US$437 million arose in North America on the disposal of   
the US and Puerto Rico operations of the Miller business into the MillerCoors   
joint venture.  In Latin America a net US$89 million profit on disposal was     
recorded on the disposal of the water business in Colombia and the soft drinks  
business in Bolivia.                                                            
Unwinding of fair value adjustments on inventory                                
On the acquisition of Grolsch inventory was fair valued to market value.  The   
uplift was charged to the income statement as the inventory was sold.  During   
2009, US$9 million was charged to operating profit and treated as an exceptional
item.                                                                           
Litigation                                                                      
During 2009, a provision was booked in Latin America relating to ongoing        
litigation amounting to US$13 million.                                          
EXCEPTIONAL ITEMS INCLUDED IN NET FINANCE COSTS                                 
Business capability programme costs                                             
As a result of the business capability programme and resultant changes in       
treasury systems used and their differing valuation methodologies, a charge of  
US$17 million has been incurred to reflect differences on the fair valuation of 
financial instruments (2009: US$nil).                                           
Early termination of financial derivatives                                      
During 2009, a US$20 million gain arose on the early termination of financial   
derivatives.                                                                    
SHARE OF ASSOCIATES` AND JOINT VENTURES` EXCEPTIONAL ITEMS                      
Integration and restructuring costs                                             
During 2010, the group`s share of MillerCoors` integration and restructuring    
costs was US$14 million, primarily related to relocation and severance costs    
(2009: US$33 million).                                                          
Unwinding of fair value adjustments on inventory                                
In 2010, the group`s share of MillerCoors` charge to operating profit in the    
year relating to the unwind of the fair value adjustment to inventory was US$4  
million (2009: US$13 million).                                                  
Impairment of intangible assets                                                 
In 2009, this related to the group`s share of the impairment of the Sparks brand
recorded in MillerCoors.                                                        
Fair value losses on financial instruments                                      
In 2009, the group`s share of losses related to fair value mark to market       
adjustments on financial instruments at Hotels and Gaming amounted to US$7      
million.                                                                        
TAXATION CREDITS RELATING TO SUBSIDIARIES` AND THE GROUP`S SHARE OF ASSOCIATES` 
AND JOINT VENTURES` EXCEPTIONAL ITEMS                                           
Taxation credits of US$64 million (2009: US$56 million) arose in relation to    
exceptional items during the year and include US$7 million (2009: US$31 million)
in relation to MillerCoors although the tax credit is recognised in Miller      
Brewing Company (see note 5).                                                   
4.  NET FINANCE COSTS                                                           
                                                 2010        2009               
                                                 Unaudited   Audited            
US$m        US$m               
a. Interest payable and similar charges                                         
Interest payable on bank loans and overdrafts     162         262               
Interest payable on derivatives                   216         253               
Interest payable on corporate bonds               389         406               
Interest element of finance leases payments       1           1                 
Net exchange (gains)/losses on financing          (51)        288               
activities                                                                      
Fair value losses on financial instruments                                      
- Fair value losses on dividend related           9           12                
derivatives                                                                     
- Fair value losses on standalone derivative      104         27                
financial instruments                                                           
- Ineffectiveness of net investment hedges        8           22                
Change in valuation methodology of financial      17          -                 
instruments                                                                     
Other finance charges                             24          30                
Total interest payable and similar charges        879         1,301             
b. Interest receivable and similar income                                       
Interest receivable                               60          66                
Interest receivable on derivatives                217         201               
Fair value gains on financial instruments                                       
- Fair value gains on standalone derivative       28          291               
financial instruments                                                           
- Ineffectiveness of fair value hedges            -           10                
- Fair value gains on dividend related            -           7                 
derivatives                                                                     
Gain on early termination of financial            -           20                
derivatives                                                                     
Net exchange gains on dividends                   9           -                 
Other finance income                              2           -                 
Total interest receivable and similar income      316         595               
Net finance costs                                 563         706               
These items have been excluded from the determination of adjusted earnings per  
share.  Adjusted net finance costs are therefore US$538 million (2009: US$699   
million).                                                                       
5. TAXATION                                                                     
                                                 2010        2009               
                                                 Unaudited   Audited            
                                                 US$m        US$m               
Current taxation                                  725         670               
- Charge for the year (UK corporation tax: US$6   755         693               
million (2009: US$4 million))                                                   
- Adjustments in respect of prior years           (30)        (23)              
Withholding taxes and other remittance taxes      77          67                
Total current taxation                            802         737               
Deferred taxation                                 46          64                
- Charge for the year (UK corporation tax:        71          81                
US$nil (2009: US$nil))                                                          
- Adjustments in respect of prior years           (14)        (14)              
- Rate change                                     (11)        (3)               
Total taxation                                    848         801               
Effective tax rate (%)                            28.5        30.2              
See the financial definitions section for the definition of the effective tax   
rate.  The calculation is on a basis consistent with that used in prior years   
and is also consistent with other group operating metrics.                      
MillerCoors is not a taxable entity.  The tax balances and obligations therefore
remain with Miller Brewing Company as a 100% subsidiary of the group.  This     
subsidiary`s tax charge includes tax (including deferred tax) on the group`s    
share of the taxable profits of MillerCoors and includes tax on other           
comprehensive.income on the group`s share of MillerCoors` taxable items included
within other comprehensive income.                                              
6. EARNINGS PER SHARE                                                           
                                              2010         2009                 
Unaudited    Audited              
                                              US cents     US cents             
Basic earnings per share                       122.6        125.2               
Diluted earnings per share                     122.1        124.6               
Headline earnings per share                    127.3        119.0               
Adjusted basic earnings per share              161.1        137.5               
Adjusted diluted earnings per share            160.4        136.8               
                                                                                
The weighted average number of shares was:                                      
                                              2010         2009                 
                                              Unaudited    Audited              
                                              Millions of  Millions of          
shares       shares               
Ordinary shares                                1,641        1,514               
Treasury shares                                (77)         (7)                 
ESOP trust ordinary shares                     (6)          (5)                 
Basic shares                                   1,558        1,502               
Dilutive ordinary shares from share options    6            8                   
Diluted shares                                 1,564        1,510               
The calculation of diluted earnings per share excludes 6,920,802 (2009:         
12,793,912) share options that were non-dilutive for the year because the       
exercise price of the option exceeded the fair value of the shares during the   
year and 10,485,166 (2009: 8,912,780) share awards that were non-dilutive for   
the year because the performance conditions attached to the share awards have   
not been met.  These share awards could potentially dilute earnings per share in
the future.                                                                     
ADJUSTED AND HEADLINE EARNINGS                                                  
The group presents an adjusted earnings per share figure, which excludes the    
impact of amortisation of intangible assets (excluding capitalised software),   
certain non-recurring items and post-tax exceptional items, in order to present 
an additional measure of performance for the years shown in the consolidated    
financial statements.  Adjusted earnings per share has been based on adjusted   
headline earnings for each financial year and on the same number of weighted    
average shares in issue as the basic earnings per share calculation.  Headline  
earnings per share has been calculated in accordance with the South African     
Circular 8/2007 entitled `Headline Earnings` which forms part of the listing    
requirements for the JSE Ltd (JSE).  The adjustments made to arrive at headline 
earnings and adjusted earnings are as follows:                                  
                                                 2010        2009               
                                                 Unaudited   Audited            
US$m        US$m               
Profit for the financial year attributable to     1,910       1,881             
equity holders of the parent                                                    
Headline adjustments                                                            
Impairment of goodwill                            -           364               
Impairment of intangible assets                   -           14                
Impairment of property, plant and equipment       45          16                
Loss on disposal of property, plant and           39          10                
equipment                                                                       
Profit on disposal of businesses                  -           (526)             
Profit on disposal of available for sale          (2)         -                 
investments                                                                     
Tax effects of the above items                    (17)        (4)               
Minority interests` share of the above items      9           (1)               
Share of joint ventures` and associates`                                        
headline adjustments, net of tax and minority                                   
interests                                         -           34                
Headline earnings                                 1,984       1,788             
Business capability programme costs               342         -                 
Integration and restructuring costs               41          108               
Transaction costs                                 24          -                 
Net loss on fair value movements on capital       8           27                
items                                                                           
Unwind of fair value adjustments on inventory     -           9                 
Gain on early termination of financial            -           (20)              
derivatives                                                                     
Litigation                                        -           13                
Amortisation of intangible assets (excluding      150         164               
capitalised software)                                                           
Tax effects of the above items                    (101)       (110)             
Minority interests` share of the above items      (6)         (4)               
Share of joint ventures` and associates` other    67          90                
adjustments, net of tax and minority interests                                  
Adjusted earnings                                 2,509       2,065             
This does not include all fair value movements but includes those in relation   
to capital items for which hedge accounting cannot be applied.                  
7. DIVIDENDS                                                                    
Dividends paid were as follows:                                                 
                                                 2010        2009               
                                                 Unaudited   Audited            
Equity                                            US$m        US$m              
2009 Final dividend paid: 42.0 US cents (2008:    654         640               
42.0 US cents) per ordinary share                                               
2010 Interim dividend paid: 17.0 US cents (2009:  270         237               
16.0 US cents) per ordinary share                                               
                                                 924         877                
In addition, the directors are proposing a final dividend of 51 US cents per    
share in respect of the financial year ended 31 March 2010, which will absorb an
estimated US$812 million of shareholders` funds.  The dividend will be paid on  
13 August 2010 to shareholders registered on the London and Johannesburg        
registers on 6 August 2010.                                                     
8. GOODWILL AND INTANGIBLE ASSETS                                               
Goodwill     Intangible           
                                                           assets               
                                              Unaudited    Unaudited            
                                              US$m         US$m                 
Net book amount                                                                 
At 1 April 2008                                15,133       5,036               
Exchange adjustments                           (2,181)      (955)               
Arising on increase in share of subsidiary     3            -                   
undertakings                                                                    
Additions - separately acquired                -            73                  
Acquisitions through business combinations     123          42                  
Contributed to joint ventures                  (3,998)      (232)               
Amortisation                                   -            (204)               
Impairment                                     (364)        (14)                
Transfers from property, plant and equipment   -            15                  
Transfers to other assets                      -            (13)                
Disposals                                      -            (6)                 
At 31 March 2009                               8,716        3,742               
Exchange adjustments                           1,671        657                 
Arising on increase in share of subsidiary     1,125        -                   
undertakings                                                                    
Additions - separately acquired                -            93                  
Acquisitions through business combinations     72           33                  
Amortisation                                   -            (203)               
Transfers from property, plant and equipment   -            32                  
At 31 March 2010                               11,584       4,354               
As restated (see note 12).                                                      
GOODWILL                                                                        
2010                                                                            
Provisional goodwill arose on the acquisition through business combinations in  
the year of Ambo in Ethiopia, Rwenzori in Uganda, the maheu business in Zambia  
and Azuga in Romania, together with goodwill arising on the increase in the     
group`s share of subsidiary undertakings primarily related to the buyout of     
minority interests in Poland.                                                   
2009                                                                            
Additional goodwill arose on the acquisitions of Vladpivo in Russia, Sarmat in  
Ukraine, Pabod in Nigeria, Voltic in Nigeria and Ghana and SABMiller Vietnam JV 
Company Limited in Vietnam, which occurred in the year. The fair value exercises
in respect of these acquisitions are now complete.                              
Goodwill arising on the formation of the MillerCoors joint venture is recorded  
within the investment in joint ventures.                                        
Goodwill impairments were recorded in respect of the Grolsch business and Sarmat
in Ukraine of US$350 million and US$14 million respectively.                    
INTANGIBLE ASSETS                                                               
During 2010, no impairment charge was incurred (2009: An impairment charge of   
US$14 million was made in respect of intangible assets in Ukraine).             
9. INVESTMENTS IN JOINT VENTURES AND ASSOCIATES                                 
                                            Investments    Investments          
in joint       in                   
                                            ventures       associates           
                                            Unaudited      Unaudited            
                                            US$m           US$m                 
At 1 April 2008                              -              1,826               
Exchange adjustments                         (10)           (142)               
Reclassification between joint ventures and  30             (30)                
associates                                                                      
Formation of the MillerCoors joint venture   5,804          -                   
Net increase in investments                  235            1                   
Share of results retained                    225            291                 
Share of (losses)/gains recognised in other  (335)          5                   
comprehensive income                                                            
Dividends received                           (454)          (151)               
Transfer to subsidiary undertaking           -              (13)                
At 31 March 2009                             5,495          1,787               
Exchange adjustments                         11             90                  
Net increase in investments                  353            73                  
Share of results retained                    536            337                 
Share of gains recognised in other           134            2                   
comprehensive income                                                            
Dividends received                           (707)          (109)               
Transfer from other assets                   -              33                  
At 31 March 2010                             5,822          2,213               
As a result of SABMiller entering the MillerCoors joint venture, joint ventures 
became a material item in the group`s financial statements.  This meant that    
investments in immaterial joint ventures previously classified as investments in
associates were reclassified as investments in joint ventures.                  
10A. RECONCILIATION OF PROFIT FOR THE YEAR TO NET CASH GENERATED FROM OPERATIONS
                                            2010          2009                  
                                            Unaudited     Audited               
                                            US$m          US$m                  
Profit for the year                          2,081         2,157                
Taxation                                     848           801                  
Share of post-tax results of associates and  (873)         (516)                
joint ventures                                                                  
Interest receivable and similar income       (316)         (595)                
Interest payable and similar charges         879           1,301                
Operating profit                             2,619         3,148                
Depreciation:                                                                   
- Property, plant and equipment              655           626                  
- Containers                                 226           203                  
Container breakages, shrinkage and write-    40            7                    
offs                                                                            
Loss on disposal of property, plant and      39            10                   
equipment                                                                       
Profit on disposal of available for sale     (2)           -                    
investments                                                                     
Amortisation of intangible assets            203           204                  
Impairment of goodwill                       -             364                  
Impairment of intangible assets              -             14                   
Impairment of property, plant and equipment  45            16                   
Impairment of working capital balances       34            12                   
Amortisation of advances to customers        28            12                   
Unrealised net loss from fair value hedges   1             14                   
Profit on disposal of businesses             -             (526)                
Dividends received from other investments    (2)           (1)                  
Charge with respect to share options         80            79                   
Other non-cash movements                     8             (18)                 
Net cash generated from operations before    3,974         4,164                
working capital movements (EBITDA)                                              
Decrease/(increase) in inventories           78            (249)                
Decrease/(increase) in receivables           48            (314)                
Increase in payables                         416           66                   
Increase/(decrease) in provisions            22            (7)                  
(Decrease)/increase in post-retirement       (1)           11                   
provisions                                                                      
Net cash generated from operations           4,537         3,671                
Cash generated from operations before working capital movements includes cash   
flows relating to exceptional items of US$301 million (2009: US$nil) in respect 
of business capability programme costs, US$15 million (2009: US$49 million) in  
respect of integration and restructuring costs and US$23 million (2009: US$nil) 
in respect of transaction costs.                                                
10B. RECONCILIATION OF NET CASH FROM OPERATING ACTIVITIES TO FREE CASH FLOW     
                                            2010          2009                  
                                            Unaudited     Unaudited             
US$m          US$m                  
Net cash from operating activities           3,277         2,183                
Purchase of property, plant and equipment    (1,436)       (2,073)              
Proceeds from sale of property, plant and    37            75                   
equipment                                                                       
Purchase of intangible assets                (92)          (74)                 
Purchase of shares from minorities           (5)           (5)                  
Investments in joint ventures                (353)         (397)                
Investments in associates                    (76)          (4)                  
Repayment of investments by associates       3             3                    
Dividends received from joint ventures       707           454                  
Dividends received from associates           106           151                  
Dividends received from other investments    2             1                    
Dividends paid to minority interests         (160)         (217)                
Free cash flow                               2,010         97                   
10C. ANALYSIS OF NET DEBT                                                       
Net debt is analysed as follows:                                                
                                            2010          2009                  
                                            Unaudited     Unaudited             
                                            US$m          US$m                  
Borrowings                                   (9,212)       (9,308)              
Borrowings-related derivative financial      237           487                  
instruments                                                                     
Overdrafts                                   (190)         (300)                
Finance leases                               (12)          (10)                 
Gross debt                                   (9,177)       (9,131)              
Cash and cash equivalents (excluding         779           422                  
overdrafts)                                                                     
Net debt                                     (8,398)       (8,709)              
Cash and cash equivalents on the balance sheet are reconciled to cash and cash  
equivalents on the cash flow as follows:                                        
                                            2010          2009                  
Unaudited     Unaudited             
                                            US$m          US$m                  
Cash and cash equivalents (balance sheet)    779           422                  
Overdrafts                                   (190)         (300)                
Cash and cash equivalents (cash flow)        589           122                  
The movement in net debt is analysed as follows:                                
            Cash and  Over-  Borrow-  Deriva-  Finance Total    Net             
            cash      drafts ings     tive     leases  gross    debt            
equiva-                   finan-           borrow-                  
            lents                     cial             ings                     
            (exclud-                  instru-                                   
            ing over-                 ments                                     
drafts)                                                             
            US$m      US$m   US$m     US$m     US$m    US$m     US$m            
At 1 April   422       (300)  (9,308)  487      (10)    (9,131)  (8,709)        
2009                                                                            
Exchange     196       (106)  (665)    (8)      (2)     (781)    (585)          
adjustments                                                                     
Cash flow    143       216    604      -        4       824      967            
Acquisitions 18        -      (13)     -        (1)     (14)     4              
Other        -         -      170      (242)    (3)     (75)     (75)           
movements                                                                       
At 31 March  779       (190)  (9,212)  237      (12)    (9,177)  (8,398)        
2010                                                                            
As restated (see note 12).                                                      
The group has sufficient headroom to enable it to comply with all covenants on  
its existing borrowings.  The group has sufficient undrawn financing facilities 
to service its operating activities and ongoing capital investment.  The group  
has the following undrawn committed borrowing facilities available at 31 March  
2010 in respect of which all conditions precedent have been met at that date:   
                                            2010           2009                 
                                            Unaudited      Audited              
US$m           US$m                 
Amounts expiring:                                                               
Within one year                              441            716                 
Between one and two years                    1,025          72                  
Between two and five years                   2,112          1,272               
In five years or more                        1              33                  
                                            3,579          2,093                
During the year ended 31 March 2010, the US$1,000 million 364 day facility was  
voluntarily cancelled in part, reducing the size of the facility to US$600      
million.  The facility was subsequently extended from October 2009 to 6 October 
2010 in the amount of US$515 million, with a one year term out option.          
The group`s net debt is denominated in the following currencies:                
US       SA      Euro      Colombian Other       Total           
               dollars  rand              peso      currencies                  
               US$m     US$m    US$m      US$m      US$m        US$m            
Total cash and  352      134     49        48        196         779            
cash                                                                            
equivalents                                                                     
Total gross     (5,094)  (526)   (1,403)   (1,253)   (901)       (9,177)        
borrowings                                                                      
(4,742)  (392)   (1,354)   (1,205)   (705)       (8,398)         
Cross currency  2,124    (384)   (569)     (557)     (614)       -              
swaps                                                                           
Net debt at 31  (2,618)  (776)   (1,923)   (1,762)   (1,319)     (8,398)        
March 2010                                                                      
                                                                                
Total cash and  168      39      84        13        118         422            
cash                                                                            
equivalents                                                                     
Total gross     (5,712)  (543)   (669)     (1,301)   (906)       (9,131)        
borrowings                                                                      
               (5,544)  (504)   (585)     (1,288)   (788)       (8,709)         
Cross currency  2,695    (400)   (1,232)   (400)     (663)       -              
swaps                                                                           
Net debt at 31  (2,849)  (904)   (1,817)   (1,688)   (1,451)     (8,709)        
March 2009                                                                      
As restated (see note 12).                                                      
11. BUSINESS COMBINATIONS                                                       
Acquisitions                                                                    
The following business combinations took effect during the year:                
In April 2009 control was assumed over Bere Azuga in Romania and the group had a
100% interest as at 31 March 2010.                                              
In July 2009 the group acquired an effective 40% interest in Ambo Mineral Water 
Share Company in Ethiopia.                                                      
In September 2009 the group acquired a maheu business, a non-alcoholic          
traditional beverage in Zambia, in which it has an effective 62% interest.      
In February 2010 the group acquired the Rwenzori water business in Uganda, in   
which it has an effective 80% interest.                                         
The following table represents the assets and liabilities acquired in respect of
all business combinations entered into during the year ended 31 March 2010:     
                                         Carrying values Provisional            
                                         pre-acquisition fair value             
US$m            US$m                   
Intangible assets                         -               33                    
Property, plant and equipment             47              37                    
Inventories                               6               5                     
Trade and other receivables               2               2                     
Cash and cash equivalents                 18              18                    
Borrowings                                (14)            (14)                  
Trade and other payables                  (7)             (11)                  
Deferred tax liabilities                  -               (1)                   
Provisions                                -               (5)                   
                                         52              64                     
Minority interests                                        (27)                  
Net assets acquired                                       37                    
Provisional goodwill                                      72                    
Consideration                                             109                   
Goodwill represents, amongst other things, tangible and intangible assets yet to
be recognised separately from goodwill as the fair value exercises are still in 
progress, potential synergies and the value of the assembled workforce.         
12.  BALANCE SHEET RESTATEMENTS                                                 
Initial accounting                                                              
The initial accounting under IFRS 3, `Business Combinations`, for the Pabod and 
Voltic acquisitions had not been completed as at 31 March 2009.  During the year
ended 31 March 2010, adjustments to provisional fair values in respect of these 
acquisitions were made.  As a result comparative information for the year ended 
31 March 2009 has been presented in the consolidated financial statements as if 
the adjustments to provisional fair values had been made from the respective    
transaction dates.  The impact on the prior year income statement has been      
reviewed and no material adjustments to the income statement are required as a  
result of the adjustments to provisional fair values.  The following table      
reconciles the impact on the balance sheet reported as at 31 March 2009 to the  
comparative balance sheet presented in the consolidated financial statements.   
BALANCE SHEET                                                                   
At 31/3/09    Adjustments to  At 31/3/09           
                                           provisional     As restated          
                                           fair values                          
                             Audited       Unaudited       Unaudited            
US$m          US$m            US$m                 
Assets                                                                          
Non-current assets                                                              
Goodwill                      8,734         (18)            8,716               
Intangible assets             3,729         13              3,742               
Property, plant and equipment 7,404         2               7,406               
Investments in joint ventures 5,495         -               5,495               
Investments in associates     1,787         -               1,787               
Other non-current assets      1,010         -               1,010               
                             28,159        (3)             28,156               
Current assets                                                                  
Inventories                   1,242         (1)             1,241               
Trade and other receivables   1,576         -               1,576               
Cash and cash equivalents     409           13              422                 
Other current assets          233           -               233                 
                             3,460         12              3,472                
Total assets                  31,619        9               31,628              
Liabilities                                                                     
Current liabilities                                                             
Trade and other payables      (2,396)       (4)             (2,400)             
Other current liabilities     (2,945)       -               (2,945)             
                             (5,341)       (4)             (5,345)              
Non-current liabilities                                                         
Trade and other payables      (186)         -               (186)               
Deferred tax liabilities      (2,029)       (1)             (2,030)             
Provisions                    (373)         -               (373)               
Other non-current liabilities (7,577)       -               (7,577)             
                             (10,165)      (1)             (10,166)             
Total liabilities             (15,506)      (5)             (15,511)            
Net assets                    16,113        4               16,117              
Total equity                  16,113        4               16,117              
13.  SHARE CAPITAL                                                              
During the year ended 31 March 2010 9,382,883 ordinary shares (2009: 2,219,355  
ordinary shares) were allotted and issued in accordance with the group`s share  
purchase, option and award schemes.                                             
In May 2009 60 million ordinary shares were issued as consideration for the     
purchase of the 28.1% minority interest in the Polish business.                 
SABMiller plc                                                                   
FINANCIAL DEFINITIONS                                                           
ADJUSTED EARNINGS                                                               
Adjusted earnings are calculated by adjusting headline earnings (as defined     
below) for the amortisation of intangible assets (excluding software),          
integration and restructuring costs, the fair value movements in relation to    
capital items for which hedge accounting cannot be applied and other items which
have been treated as exceptional but not included above or as headline earnings 
adjustments together with the group`s share of joint ventures` and associates`  
adjustments for similar items.  The tax and minority interests in respect of    
these items are also adjusted.                                                  
ADJUSTED NET FINANCE COSTS                                                      
This comprises net finance costs excluding fair value movements in relation to  
capital items for which hedge accounting cannot be applied and any exceptional  
finance charges or income.                                                      
ADJUSTED PROFIT BEFORE TAX                                                      
This comprises EBITA less adjusted net finance costs and less the group`s share 
of associates` and joint ventures` net finance costs on a similar basis.        
CONSTANT CURRENCY                                                               
Constant currency results have been determined by translating the local currency
denominated results for the year ended 31 March at the exchange rates for the   
prior year.                                                                     
EBITA                                                                           
This comprises operating profit before exceptional items, amortisation of       
intangible assets (excluding software) and includes the group`s share of        
associates` and joint ventures` operating profit on a similar basis.            
EBITA MARGIN (%)                                                                
This is calculated by expressing EBITA as a percentage of group revenue.        
EBITDA                                                                          
This comprises the net cash generated from operations before working capital    
movements.  This includes cash flows relating to exceptional items.             
EFFECTIVE TAX RATE (%)                                                          
The effective tax rate is calculated by expressing tax before tax on exceptional
items and on amortisation of intangible assets (excluding software), including  
the groups share of associates` and joint ventures` tax on the same basis, as a 
percentage of adjusted profit before tax.                                       
FREE CASH FLOW                                                                  
This comprises net cash generated from operating activities less cash paid for  
the purchase of property, plant and equipment, intangible assets and shares from
minorities, net investments in associates and joint ventures and dividends paid 
to minority interests plus cash received from the sale of property, plant and   
equipment and intangible assets and dividends received.                         
GROUP REVENUE                                                                   
This comprises revenue together with the group`s share of revenue from          
associates and joint ventures.                                                  
HEADLINE EARNINGS                                                               
Headline earnings are calculated by adjusting profit for the financial period   
attributable to equity holders of the parent for items in accordance with the   
South African Circular 8/2007 entitled `Headline Earnings`.  Such items include 
impairments of non-current assets and profits or losses on disposals of non-    
current assets and their related tax and minority interests.  This also includes
the group`s share of associates` and joint ventures` adjustments on the same    
basis.                                                                          
INTEREST COVER                                                                  
This is the ratio of normalised EBITDA to adjusted net finance costs.           
NET DEBT                                                                        
This comprises gross debt (including borrowings, borrowings-related derivative  
financial instruments, overdrafts and finance leases) net of cash and cash      
equivalents (excluding overdrafts).                                             
NORMALISED EBITDA                                                               
This comprises EBITDA together with dividends received from MillerCoors.        
ORGANIC INFORMATION                                                             
Organic results and volumes exclude the first 12 months` results and volumes    
relating to acquisitions and the last 12 months` results and volumes relating to
disposals.                                                                      
SALES VOLUMES                                                                   
In the determination and disclosure of sales volumes, the group aggregates 100% 
of the volumes of all consolidated subsidiaries and its equity accounted        
percentage of all associates` and joint ventures` volumes.  Contract brewing    
volumes are excluded from volumes although revenue from contract brewing is     
included within group revenue.  Volumes exclude intra-group sales volumes.  This
measure of volumes is used in the segmental analyses as it more closely aligns  
with the consolidated group revenue and EBITA disclosures.                      
In the determination and disclosure of aggregated sales volumes, the group      
aggregates 100% of the volumes of all consolidated subsidiaries, associated     
companies and joint ventures.  Contract brewing volumes are excluded from       
aggregated volumes although revenue from contract brewing is included within    
group revenue.  Aggregated volumes exclude intra-group sales volumes.           
This announcement does not constitute an offer to sell or issue or the          
solicitation of an offer to buy or acquire ordinary shares in the capital of    
SABMiller plc (the "company") or any other securities of the company in any     
jurisdiction or an inducement to enter into investment activity.                
This announcement includes `forward-looking statements` with respect to certain 
of SABMiller plc`s plans, current goals and expectations relating to its future 
financial condition, performance and results.  These statements contain the     
words "anticipate", "believe", "intend", "estimate", "expect" and words of      
similar meaning.  All statements other than statements of historical facts      
included in this announcement, including, without limitation, those regarding   
the company`s financial position, business strategy, plans and objectives of    
management for future operations (including development plans and objectives    
relating to the company`s products and services) are forward-looking statements.
Such forward-looking statements involve known and unknown risks, uncertainties  
and other important factors that could cause the actual results, performance or 
achievements of the company to be materially different from future results,     
performance or achievements expressed or implied by such forward-looking        
statements.  Such forward-looking statements are based on numerous assumptions  
regarding the company`s present and future business strategies and the          
environment in which the company will operate in the future.  These forward-    
looking statements speak only as at the date of this document.  The company     
expressly disclaims any obligation or undertaking to disseminate any updates or 
revisions to any forward-looking statements contained herein to reflect any     
change in the company`s expectations with regard thereto or any change in       
events, conditions or circumstances on which any such statement is based.  The  
past business and financial performance of SABMiller plc is not to be relied on 
as an indication of its future performance.                                     
SABMiller plc                                                                   
ADMINISTRATION                                                                  
SABMILLER PLC                                                                   
Incorporated in England and Wales (Registration No. 3528416)                    
GENERAL COUNSEL AND GROUP COMPANY SECRETARY                                     
John Davidson                                                                   
REGISTERED OFFICE                                                               
SABMiller House                                                                 
Church Street West                                                              
Woking                                                                          
Surrey, England                                                                 
GU21 6HS                                                                        
Facsimile   +44 1483 264103                                                     
Telephone +44 1483 264000                                                       
HEAD OFFICE                                                                     
One Stanhope Gate                                                               
London, England                                                                 
W1K 1AF                                                                         
Facsimile   +44 20 7659 0111                                                    
Telephone +44 20 7659 0100                                                      
INTERNET ADDRESS                                                                
http://www.sabmiller.com                                                        
INVESTOR RELATIONS                                                              
Telephone +44 20 7659 0100                                                      
Email: investor.relations@sabmiller.com                                         
SUSTAINABLE DEVELOPMENT                                                         
Telephone +44 1483 264134                                                       
Email: sustainable.development@sabmiller.com                                    
INDEPENDENT AUDITORS                                                            
PricewaterhouseCoopers LLP                                                      
1 Embankment Place                                                              
London, England                                                                 
WC2N 6RH                                                                        
Facsimile  +44 20 7822 4652                                                     
Telephone +44 20 7583 5000                                                      
REGISTRAR (UNITED KINGDOM)                                                      
Capita Registrars                                                               
The Registry                                                                    
34 Beckenham Road                                                               
Beckenham                                                                       
Kent, England                                                                   
BR3 4TU                                                                         
Facsimile   +44 20 8658 2342                                                    
Telephone +44 20 8639 3399 (outside UK)                                         
Telephone 0871 664 0300 (from UK calls cost 10p per minute plus network extras, 
lines are open 8.30am-5.30pm Mon-Fri)                                           
Email: ssd@capitaregistrars.com                                                 
www.capitaregistrars.com                                                        
REGISTRAR (SOUTH AFRICA)                                                        
Computershare Investor Services (Pty) Limited                                   
70 Marshall Street, Johannesburg                                                
PO Box 61051                                                                    
Marshalltown 2107                                                               
South Africa                                                                    
Facsimile +27 11 688 5248                                                       
Telephone +27 11 370 5000                                                       
UNITED STATES ADR DEPOSITARY                                                    
BNY Mellon                                                                      
Shareholder Services                                                            
PO Box 358516                                                                   
Pittsburgh PA 15252-8516                                                        
United States of America                                                        
Telephone +1 888 269 2377                                                       
Telephone +1 888 BNY ADRS (toll free within the USA)                            
Telephone: +1 201 680 6825 (outside USA)                                        
Email: shrrelations@bnymellon.com                                               
www.adrbnymellon.com                                                            
Date: 20/05/2010 08:00:14 Produced by the JSE SENS Department.                  
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