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Thu 12 Feb 2004, 8:38 Unaudited Group Results for the six months ended
Woolworths Holdings Limited - Unaudited Group Results for the six months ended  
                                31 December 2003                                  
  Woolworths Holdings Limited                                                     
  Company registration number 1929/001986/06                                      
  Share code WHL                                                                  
  ISIN ZAE000028288                                                               
  INCOME STATEMENT                                                                
  Year ended                                      Six months ended                
  30 June 2003                                       31 December                  
   (audited)                                     2003         2002         %      
  R million                              Note    R million    R million  Change   
  10 094.8   Revenue                             5 579.7      5 051.3      10.5   
  9 500.3    Turnover                            5 266.0      4 794.9      9.8    
  6 358.6    Cost of merchandise                 3 574.6      3 199.5      11.7   
  3 141.7    Gross profit                        1 691.4      1 595.4      6.0    
  594.5      Other revenue                       313.7        256.4        22.3   
  2 848.2    Expenses                            1 455.1      1 402.0      3.8    
  227.1      Depreciation                        118.3        110.6        7.0    
  512.4      Occupancy cost                      268.3        259.3        3.5    
  1 276.5    Employment cost                     620.4        640.8       (3.2)   
  832.2      Other operating cost                448.1        391.3        14.5   
  888.0      Operating profit                    550.0        449.8        22.3   
  87.4       Interest paid                       58.1         34.6         67.9   
  Net profit before exceptional                                        
  800.6      items                               491.9        415.2        18.5   
   (22.2)    Exceptional items              2    (5.0)        (17.2)              
  778.4      Net profit before tax               486.9        398.0        22.3   
  227.4      Tax                            3    146.0        111.7        30.7   
  551.0      Net profit after tax                340.9        286.3        19.1   
   (1.4)     Outside shareholders" interest      (0.3)        (0.3)               
             Net profit attributable to                                           
  549.6      ordinary shareholders               340.6        286.0        19.1   
             Reconciliation of headline                                           
             earnings                                                             
  549.6      Attributable earnings               340.6        286.0        19.1   
  10.0       Goodwill amortisation               5.0          5.0                 
             (Profit)/loss on disposal of                                         
             property, plant and equipment                                        
             net of outside shareholders"                                         
  4.9        interest                            (1.1)        3.4                 
             Reversal of provision for loss                                       
             on discontinuance net of                                             
  (1.3)      outside shareholders" interest              -            -           
  563.2      Headline earnings                   344.5        294.4        17.0   
             Headline earnings per share                                          
  64.8       (cents)                             40.2         33.5         20.0   
  63.3       Earnings per share (cents)          39.7         32.6         21.8   
  Diluted earnings per share                                           
  61.9       (cents)                        4    38.5         31.9         20.7   
  29.0       Distribution per share (cents)      13.0         10.5         23.8   
  2.2        Distribution cover                  3.1          3.1                 
  Number of shares issued                                              
  853.1      (millions)                          864.1        868.0       (0.4)   
             Weighted average number of shares                                    
  868.5      in issue (millions)                 856.9        877.6       (2.4)   
  GROUP ANALYSIS                                                       
             Revenue                                                              
  9 500.3    Turnover                            5 266.0      4 794.9      9.8    
  8 430.0    Woolworths                          4 789.6      4 211.8      13.7   
  4 280.4    - Clothing and home                 2 422.9      2 185.4      10.9   
  3 980.8    - Foods                             2 282.0      1 938.6      17.7   
  168.8      - Logistics and other               84.7         87.8        (3.5)   
  1 070.3    Country Road                        476.4        583.1      (18.3)   
  522.3      Interest                            270.7        225.2        20.2   
  72.2       Other revenue                       43.0         31.2         37.8   
  10 094.8                                       5 579.7      5 051.3      10.5   
             Operating profit                                                     
  870.7      Woolworths                          545.1        442.4        23.2   
  17.3       Country Road                  5     4.9          7.4        (33.8)   
  888.0                                          550.0        449.8        22.3   
  CASH FLOW STATEMENT                                                             
  Year ended                                                   Six months ended   
  30 June 2003                                                   31 December      
  (audited)                                                2003         2002      
  R million                                                R million  R million   
  Cash flow from operating activities                                             
  657.6     Cash inflow from trading                       432.3        357.8     
  104.4     Working capital movements                      (67.5)       87.4      
  (438.2)   Net movement in financial services assets      (313.7)      (214.3)   
  323.8     Cash generated by operating activities         51.1         230.9     
  519.5     Interest received and investment income        270.5        225.2     
  (87.4)    Interest paid                                  (58.1)       (34.6)    
  (191.7)   Tax paid                                       (175.4)      (100.0)   
  564.2     Cash generated by operations                   88.1         321.5     
  (201.3)   Distributions to shareholders                  (159.2)      (110.4)   
            Net cash (outflow)/inflow from operating                              
  362.9     activities                                     (71.1)       211.1     
  (322.2)   Cash outflow from investing activities         (235.7)      (190.8)   
            Cash flow from financing activities                                   
  39.5      Shares issued                                  40.6         16.6      
  (235.1)   Shares repurchased by subsidiary               -            (120.2)   
  Net cash inflow/(outflow) from financing                              
  (195.6)   activities                                     40.6         (103.6)   
  (154.9)   Decrease in cash and cash equivalents          (266.2)      (83.3)    
            Cash and cash equivalents at the                                      
  (362.0)   beginning of the period                        (514.7)      (362.0)   
  10.2      Cash acquired on acquisition of subsidiary     -            -         
  (8.0)     Effect of foreign exchange rate changes        1.3          (0.9)     
            Cash and cash equivalents at the end of the                           
  (514.7)   period                                         (779.6)      (446.2)   
            GROUP ANALYSIS                                                        
  755.9     Cash generated by operations - before tax      263.5        421.5     
  696.8     Woolworths                                     261.5        388.2     
  59.1      Country Road                                   2.0          33.3      
            Gross capital expenditure on                                          
  369.7     property, plant and equipment                  253.4        199.0     
  333.5     Woolworths                                     235.9        176.5     
  36.2      Country Road                                   17.5         22.5      
  BALANCE SHEET                                                                   
  30 June 2003                                                31 December         
  (audited)                                                2003         2002      
  R million                                        Note    R million  R million   
            ASSETS                                                                
  1 560.2   Non-current assets                             1 701.1      1 597.5   
  1 037.6   Property, plant and equipment                  1 145.1      966.7     
  12.4      Investments                                    18.8         119.7     
  182.3     Loans to customers                             200.5        170.6     
  183.2     Participation in export partnerships           177.8        187.9     
  10.1      Goodwill                                       5.0          15.0      
  117.7     Other loans                                    134.4        125.0     
  16.9      Deferred tax                                   19.5         12.6      
  3 235.3   Current assets                                 3 750.0      2 982.1   
  564.4     Inventories                                    684.9        601.3     
  1 669.3   Woolworths card debtors                        1 901.3      1 508.6   
  105.9     Credit card receivables                        131.5        -         
  406.6     Accounts receivable                            529.8        463.2     
  273.1     Loans to customers                             301.4        229.7     
  216.0     Cash                                           201.1        179.3     
  4 795.5   Total assets                                   5 451.1      4 579.6   
            EQUITY AND LIABILITIES                                                
  2 434.6   Capital and reserves                           2 672.0      2 376.0   
  2 412.4   Ordinary shareholders" interest                2 647.9      2 354.1   
  22.2      Outside shareholders" interest                 24.1         21.9      
  285.1     Non-current liabilities                        289.1        282.1     
  130.8     Post-retirement medical aid liability          140.0        119.1     
  154.3     Deferred tax                                   149.1        163.0     
  2 075.8   Current liabilities                            2 490.0      1 921.5   
  1 233.6   Accounts payable                               1 396.6      1 186.7   
  111.5     Provisions                                     112.7        109.3     
  730.7     Interest-bearing borrowings            6, 7    980.7        625.5     
  4 795.5   Total equity and liabilities                   5 451.1      4 579.6   
  282.8     Net asset value per share (cents)              306.4        271.2     
            GROUP ANALYSIS                                                        
  4 795.5   Total assets                                   5 451.1      4 579.6   
  4 431.6   Woolworths                                     5 093.0      4 230.1   
  363.9     Country Road                                   358.1        349.5     
  564.4     Inventories                                    684.9        601.3     
  433.3     Woolworths                                     557.9        471.6     
  131.1     Country Road                                   127.0        129.7     
  189.2     Approved commitments for capital expenditure   250.0        140.9     
  152.6     Woolworths                                     233.1        120.2     
  36.6      Country Road                                   16.9         20.7      
  STATEMENT OF CHANGES IN ORDINARY SHAREHOLDERS" INTEREST                         
  Year ended                                                 Six months ended     
  30 June 2003                                                  31 December       
  (audited)                                              2003         2002       
  R million                                               R million   R million   
            Ordinary shareholders" interest at the                                
  2 337.3   beginning of the period                       2 412.4     2 337.3     
  2 336.1   As previously reported                        2 411.2     2 336.1     
            Adjustment to opening balance arising from                            
            the change in accounting policy for:                                  
            - consolidation of the Woolworths Holdings                            
  1.2       Share Trust                                   1.2         1.2         
            Movements for the period:                                             
            Share premium arising from shares issued                              
  39.5      under share purchase scheme                   40.6        16.6        
  (235.1)   Shares repurchased by subsidiary              -           (120.2)     
  270.7     Recognised gains and losses                   194.9       120.4       
  306.1     Distributable reserves                        187.9       158.5       
            Net profit attributable to ordinary                                   
  549.6     shareholders                                  340.6       286.0       
  (201.3)   Distributions to shareholders                 (159.2)     (110.4)     
  (42.2)    Net unrealised loss on hedging instruments    6.5         (17.1)      
            Non-distributable reserves                                            
  Exchange differences on translation of                                
  (35.4)    foreign entity                                7.0         (38.1)      
            Ordinary shareholders" interest at the end                            
  2 412.4   of the period                                 2 647.9     2 354.1     
  Notes                                                                           
  1 The interim financial statements comply with South African Statements of      
  Generally Accepted Accounting Practice. Accounting policies used are consistent 
  with those applicable for the June 2003 financial statements, except for the    
  consolidation of the Woolworths Holdings Share Trust. The Trust has been        
  consolidated in line with the ruling of the JSE"s GAAP Monitoring Panel.        
  Comparatives have been restated accordingly.                                    
      Certain other comparative figures have been changed to bring them in line   
  with classifications used in the current period.                                
  2 Exceptional items                                                             
  Year ended                                                Six months ended      
  30 June 2003                                                 31 December        
  (audited)                                               2003         2002       
  R million                                               R million   R million   
  10.0      Goodwill amortisation                         5.0          5.0        
  13.7      Provision for onerous lease commitments       -            12.2       
  Reversal of provision for loss on                                     
      discontinuance                                -            -                
  22.2                                                    5.0          17.2       
  3 The effective tax rate is 30,0% (2002: 28,1%). There is no STC charge in the  
  current period due to the distribution of share premium, in lieu of a dividend. 
  4 The difference between earnings per share and diluted earnings per share      
  results from outstanding options in terms of the share purchase scheme.         
  5 Country Road"s operating profit is A$1,0m (2002: A$1,6m).                     
  6 Unutilised banking facilities amount to R1 149,8m (2002: R1 470,6m).          
  7 Included in borrowings is a R400m fully hedged funding transaction comprising 
  of a net derivative position which matured on 15 January 2004.                  
  COMMENTARY                                                                      
  Headline earnings per share at 40,2 cents (December 2002: 33,5 cents) were up   
  20.0% for the period compared to last year. The distribution per share has been 
  increased by 23.8% to 13 cents (December 2002: 10,5 cents), maintaining interim 
  cover at 3.1 times earnings.                                                    
  Operating profit of R550,0m (December 2002: R449,8m) was up 22.3% on an         
  increased total revenue of R5 579,7m (December 2002: R5 051,3m).                
  The net debt to equity ratio increased to 29.2% (December 2002: 18.8%), largely 
  driven by the growth in the debtors book.                                       
  TRADING RESULTS                                                                 
  WOOLWORTHS                                                                      
  Woolworths" operating profit grew by R102,7m to R545,1m, up 23.2% compared to   
  last year benefiting from higher interest income on the larger debtors book and 
  good expense control.                                                           
  Clothing and Home grew sales by 10.9% and by 7.9% within comparable South       
  African stores. Womenswear, lingerie, footwear and accessories performed well,  
  with womenswear continuing to gain significant market share. Childrenswear in   
  particular, has been impacted by price deflation in the market at entry-price   
  level. The success in womenswear, achieved by developing more focused ranges for
  specific customer groups and adding newness, is being applied across all groups 
  to enhance their performance. Homeware is showing early signs of improvement on 
  the back of more exciting goods, better values and modernisation of the shopping
  experience in key stores.                                                       
  The Foods division has exceeded our expectations with sales growing by 17.7% and
  by 7.0% in comparable South African stores. Customers are increasingly choosing 
  Woolworths as their main shop destination. Our Woolworths" "Good Food" strategy 
  together with a better than expected price proposition continue to deliver good 
  results with new and existing customers responding well to Woolworths" high     
  quality, comprehensive range and continued attention to safety issues.          
  Woolworths" convenience store expansion programme has performed beyond          
  expectations and seven stores were opened.                                      
  Woolworths Financial Services achieved substantial growth of 25.8% over the last
  twelve months in store card, credit card and personal loan books, offsetting the
  impact of falling interest rates. Bad debts were well managed and the net bad   
  debt experience remained low. Woolworths Financial Services has started further 
  expansion of the Woolworths" store card, credit card and personal loan books and
  an exciting loyalty offer is currently being trialled for Visa cardholders in   
  the Western Cape.                                                               
  Franchise operations in South Africa have performed well achieving high growth  
  levels. The continued strength of the rand negatively impacted our international
  franchise operations.  The franchise in Saudi Arabia was terminated as it could 
  not meet its viability targets and trading elsewhere in the Middle East and     
  Africa was difficult. The closure of the Saudi Arabian operation and the impact 
  of stock cancellations and related costs have been fully provided for in this   
  period.                                                                         
  COUNTRY ROAD LIMITED                                                            
  Sales for the Australian subsidiary, Country Road Limited, for the six months of
  A$98,6m (December 2002: A$106,0m) at 7.0% below the same period last year, in   
  Australian dollar terms, were disappointing. Expenses have been well controlled 
  and an operating profit of A$1,0m (December 2002: A$1,6m) has been achieved     
  despite extremely competitive trading conditions for the period with discounting
  and promotional activity across the market.                                     
  Country Road is now moving to a retail format, with an improved design process  
  and shorter lead times. This transition over the next 6 months, will build the  
  foundation for future growth.                                                   
  APPRECIATION                                                                    
  Our people are the heartbeat of our two very special brands. We thank them for  
  all their extra effort over the period.                                         
  PROSPECTS                                                                       
  The lower interest rate environment should encourage retail spend but will      
  negatively impact income from our debtors book. Consequently we are projecting  
  conservative growth in earnings for the second half.                            
  On behalf of the board of directors.                                            
  DA Hawton                                                                       
  Non-executive chairman                                                          
  SN Susman                                                                       
  Chief executive officer                                                         
  Cape Town                                                                       
  12 February 2004                                                                
  CASH DISTRIBUTION                                                               
  Notice is hereby given that the directors have declared a cash distribution of  
  13 cents per share, in lieu of an ordinary interim dividend, for the six months 
  ended 31 December 2003. The payment will be made by way of a reduction in the   
  share premium account and in terms of the general authority granted at the      
  annual general meeting held in November 2003.                                   
  Shareholders are advised that the last day to trade in order to participate in  
  the cash distribution will be on Friday, 27 February 2004. The shares will trade
  "ex" the distribution from commencement of business on Monday, 1 March 2004 and 
  the record date will be Friday, 5 March 2004. The distribution will be payable  
  on Monday, 8 March 2004.                                                        
  Share certificates may not be dematerialised or rematerialised between Monday, 1
  March 2004 and Friday, 5 March 2004, both days inclusive.                       
  On behalf of the board of directors.                                            
  CL Lowe                                                                         
  Group company secretary                                                         
  Cape Town                                                                       
  12 February 2004                                                                
  DIRECTORATE                                                                     
  Non-executive directors DA Hawton (Chairman), M Barnes (British), NL Colne      
  (British), BJ Frost, SV Zilwa                                                   
  Executive directors SN Susman (CEO), MR Canning, GP de Kock, RJD Inskip, NW     
  Thomson                                                                         
  Company Secretary CL Lowe                                                       
  Woolworths Holdings Limited Company registration number 1929/001986/06          
  Share code WHL                                                                  
  ISIN ZAE000028288                                                               
  Joint Auditors Ernst & Young and SAB & T                                        
  Sponsor HSBC Investment Services (Africa) (Pty) Ltd                             
  Registered Office Woolworths House, 93 Longmarket Street, Cape Town 8001        
  Transfer Secretaries Computershare Limited, 70 Marshall Street, Johannesburg    
  2001                                                                            
  Date: 12/02/2004 08:15:09 AM Produced by the JSE SENS Department                
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