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Thu 25 Mar 2004, 11:47 Profit announcement for the six months
African & Overseas Enterprises Limited - Profit announcement for the six months 
  ended 31 December 2003                                                          
  African & Overseas Enterprises Limited                                          
  (Registration number 1947/027461/06)                                            
  Share codes: AOO           AON            AOVP                                  
  ISIN Codes: ZAE000000485   ZAE000009718   ZAE000000493                          
  Profit announcement for the six months ended 31 December 2003                   
  INCOME STATEMENT                                 Consolidated (R"000)           
                                           Six months ended        Year ended     
                                              December 31             June 30     
                                           2003            2002          2003     
  Restated      Restated     
                                    (Unaudited)     (Unaudited)     (Audited)     
  Revenue                               196,961         183,216       354,764     
  Net operating income                                                            
  Rex Trueform Group                      9,587           8,826        16,162     
  Company                                  -200           1,350         2,011     
  Net operating income                    9,387          10,176        18,173     
  Net interest received                   1,475           1,860         2,512     
  Net income                             10,862          12,036        20,685     
  Income from associated company            417             549           597     
  Income before taxation                 11,279          12,585        21,282     
  Taxation                                4,017           3,785         6,976     
  Income after taxation                   7,262           8,800        14,306     
  Attributable to outside                                                         
  shareholders in subsidiaries            3,282           3,476         5,466     
                                          3,980           5,324         8,840     
  Preference dividends                      151              99           116     
  Net income attributable to                                                      
  ordinary and "N" ordinary                                                       
  shareholders                            3,829           5,225         8,724     
  Earnings/ headline earnings                                                     
  per share(cents)                         33.6            45.9          76.6     
  Weighted average number of equity                                               
  shares on which earnings per share                                              
  is based (000)                         11,387          11,387        11,387     
  Number of equity shares in                                                      
  issue (000)                            11,387          11,387        11,387     
  BALANCE SHEET                                   Consolidated (R"000)            
  At December 31                
                                                2003            2002     2003     
                                                            Restated     Restated 
                                         (Unaudited)     (Unaudited)     (Audited)
  Assets                                                                          
  Non current assets                          37,169         33,273      35,214   
  Fixed assets                                33,604         29,257      30,900   
  Investments (unlisted)                        2,347       3,048       1,912     
  Deferred taxation                             1,218         968       2,402     
  Current assets                              160,032     155,137     180,091     
  Inventory                                    94,412     102,300     121,213     
  Debtors                                      35,309      41,094      34,676     
  Cash                                         30,311      11,743      24,202     
  Total assets                                197,201     188,410     215,305     
  Equity and liabilities                                                          
  Capital and reserves                        100,460      96,752     100,266     
  Share capital                                 1,200       1,200       1,200     
  Share premium                                 6,616       6,616       6,616     
  Non distributable reserves                    2,484       2,460       2,475     
  Distributable reserves                       90,160      86,476      89,975     
  Minority interest                            78,140      74,373      76,616     
  Current liabilities                          18,601      17,285      38,423     
  Accounts payable                             17,383      16,713      35,729     
  Taxation                                      1,218         572       2,694     
  Total equity and liabilities                197,201     188,410     215,305     
  ABRIDGED CASH FLOW STATEMENT                        Consolidated (R"000)        
                                              Six months ended     Year ended     
                                                December 31           June 30     
  2003            2002          2003     
                                                        Restated     Restated     
                                         (Unaudited)  (Unaudited)   (Audited)     
  Cash generated by operations                 14,362      15,341      27,597     
  Working capital changes                       7,825     -18,359     -11,752     
  Interest received (net)                       1,475       1,860       2,512     
  Taxation                                     -4,309      -1,735      -4,544     
  Dividends paid                               -5,560      -3,550      -3,566     
  Net cash inflows/(outflows) from operations  13,793      -6,443      10,247     
  Net cash outflows from investing activities                                     
  including additions to fixed assets          -7,702      -6,333     -10,590     
  Net increase/(decrease) in cash               6,091     -12,776        -343     
  Cash at the beginning of the period          24,202      24,789      24,789     
  Effect of foreign exchange rate changes          18        -270        -244     
  Cash at the end of the period                30,311      11,743      24,202     
  OTHER INFORMATION                                   Consolidated (R"000)        
  Capital expenditure                           7,646       6,422      13,520     
  Capital commitments                                                             
  Contracted for                                4,409       1,490       1,044     
  Authorised - not contracted for               2,010       3,200       4,449     
  Current ratio                                   8.6         9.0         4.7     
  STATEMENT OF CHANGES IN EQUITY                      Consolidated (R"000)        
                                             Six months ended      Year ended     
                                               December 31            June 30     
  2003            2002          2003     
                                                       Restated      Restated     
                                    (Unaudited)     (Unaudited)     (Audited)     
  Share capital                           1,200           1,200         1,200     
  Share premium                           6,616           6,616         6,616     
  Non-distributable reserves                                                      
  Opening balance                         2,475           2,608         2,608     
  Foreign exchange rate changes               9            -148          -133     
  2,484           2,460         2,475     
  Distributable reserves                                                          
  Opening balance                        89,975          83,195        83,195     
  Adjustment AC131                            -             333           333     
  Opening balance restated               89,975          83,528        83,528     
  Profit after taxation                   3,980           5,324         8,840     
  Dividends                              -3,795          -2,376        -2,393     
                                         90,160          86,476        89,975     
  SEGMENTAL ANALYSIS                                                              
  Revenue                                                                         
  Manufacturing                         138,941         127,391       267,679     
  less: intersegment sales              -81,037         -68,075      -166,616     
  External sales                         57,904          59,316       101,063     
  Retail                                139,057         123,900       253,701     
  Total                                 196,961         183,216       354,764     
  Net operating income/(loss)                                                     
  Manufacturing                            -800           1,691        -1,691     
  Retail                                  8,981           7,659        22,735     
  Consolidation adjustment                1,406            -524        -4,882     
  Total                                   9,587           8,826        16,162     
  Depreciation included                                                           
  in net operating income                                                         
  Manufacturing                           1,797           1,945         3,721     
  Retail                                  3,047           2,671         5,113     
  Total                                   4,844           4,616         8,834     
  Total segment assets (excl cash)                                                
  Manufacturing                         109,539         136,851       138,875     
  Retail                                 80,295          50,881        78,601     
  Consolidation adjustment              -26,509         -15,081       -30,687     
  Total                                 163,325         172,651       186,789     
  Total segment liabilities                                                       
  Manufacturing                          -9,339         -11,005       -29,455     
  Retail                                -26,549         -16,208       -27,686     
  Consolidation adjustment               18,505          10,500        21,412     
  Total                                 -17,383          16,713        35,729     
  Capital expenditure                                                             
  Manufacturing                          2,810            2,089         5,723     
  Retail                                 4,836            4,333         7,797     
  Total                                  7,646            6,422        13,520     
  Notes                                                                           
  1. Basis of preparation                                                         
  This report complies with the requirements of AC127, the South African          
  Statement of Generally Accepted Accounting Practice governing interim           
  financial reporting, as well as with part 4 of Schedule 4 of the South African  
  Companies Act and paragraph 8.58 of the Listings Requirements of the JSE        
  Securities Exchange South Africa. The information presented in this report has  
  neither been audited or reviewed  by the external auditors.                     
  2. Accounting policies                                                          
  This report has been prepared on the historical cost basis and in accordance    
  with the accounting policies which were applied in the preparation of the       
  group"s annual financial statements for the year ended 30 June 2003, except for 
  the adoption during the period under review of AC131, Business Combinations, in 
  so far as it requires a share trust which meets the definition of a subsidiary  
  to be consolidated.                                                             
  3. Comparative figures                                                          
  To meet the requirement of AC131, Business Combinations to consolidate the      
  group"s share trust which meets the definition of a subsidiary, comparative     
  figures for December 2002 and June 2003 have been restated.                     
  4. Preference dividend                                                          
  A dividend on the 6% cumulative participating preference shares for the six     
  months ended  31 December 2003 in the amount of R16 500 was declared in         
  November 2003 and paid on  27 December 2003.                                    
  Comment                                                                         
  The fall in the level of company operating income may be attributed to lower    
  buying commissions and to non recurring costs associated with retrenchment.     
  The principal operating subsidiary Rex Trueform Clothing Company Limited        
  reports as follows:                                                             
  "Revenue has grown by 7.6% over the comparative period. This improvement is     
  largely attributable to sales growth in Queenspark but diluted by reduced       
  demand from other customers.                                                    
  Queenspark has enjoyed a successful summer season having increased sales by     
  12,2%. Profitability has been maintained, aided by firm control of expenses.    
  Queenspark therefore continues to contribute the major share of group profit.   
  As foreshadowed in the annual report, maintenance of viable production volumes  
  at the stronger exchange rates now prevailing is proving difficult. Export      
  business has however continued to provide volume for the factories during the   
  period albeit at a lower level and at significantly lower Rand prices.          
  Queenspark"s Autumn/Winter collection now available in stores has been well     
  received. Turnover has exceeded target expectations and the business continues  
  to trade profitably.                                                            
  Against this the continued strength of the rand coupled with weak overseas      
  demand is expected to have an adverse effect on the manufacturing operations    
  the viability of which is sensitive to volume. Management is currently taking   
  steps to improve this situation. Furthermore a major initiative to reduce stock 
  levels is underway and has already resulted in a significant inflow of cash.    
  All things considered and assuming that there is no major change in the         
  exchange rate, earnings for the full year are expected to be similar to those   
  achieved in the previous financial year."                                       
  Signed on behalf of the Board:      Transfer Secretaries                        
                                      Computershare Ltd                           
                                      70 Marshall Street                          
  GM Thomas (Chairman)                Johannesburg 2001                           
  PE Shub (Chief Executive Officer)                                               
                                      Registered office:                          
  Cape Town                           Rex Buildings                               
  25 March 2004                       263 Victoria Road                           
  Salt River, Cape, 7925                      
  Directors: GM Thomas (Chairman), CEA Radowsky, PE Shub, CA Stride, ML Krawitz   
  Secretary: AA Hodgkinson                                                        
  Date: 25/03/2004 10:44:44 AM Produced by the JSE SENS Department                
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