RNS No 8117v
BRISTOL WATER PLC
26 May 1999


           The company is a subsidiary of Bristol Water Holdings plc
                   which is also reporting its results today

                            CONTINUED IMPROVEMENTS


     Year ended 31 March       1999   1998 % change
                               #000   #000
     Turnover                66,793 63,955      4 %
     Operating profit        19,300 17,572     10 %
     Pre-tax profit          14,785 13,845      7 %
     Net profit              13,572 11,860     14 %
     Earnings per 
       ordinary share        205.3p 173.0p     19 %
     Dividend per 
       ordinary share         64.8p  60.0p      8 %
     Interest cover            4.15   4.66
     Gearing ratio              95%     74%
     

     "    Favourable weather helped operating profit increase by 10%
     "    Pre-tax profit up by 7% with interest cost increasing
     "    Total dividend cost up by 1%
     "    Increased retained profit at #8.4 million
     "    Capital expenditure over #30 million
     "    Water quality compliance over 99.93%
     "    Customer service recognised as being high by OFWAT


For further information -
John Browning                               Lulu Bridges
Alan Parsons            Tavistock Communications Limited
Bristol Water plc                     Tel: 0171 600 2288
Tel: 0117 953 6400

Or contact:Bristol  Water  Corporate Affairs on 0117 953  6470  during  office
         hours or 0831 453924
         or 0831 518964 at any time.

                                       
                             CHAIRMAN'S STATEMENT


I  am  pleased  to  report another year of success and  achievement.   Pre-tax
profit increased by 7%.  Customers benefited from a major investment programme
of  over #30 million and further improvements to our standards of service.  We
are now entering the final year of the current period of price limits. Much of
the  last  year was devoted to preparing the submissions to support the  price
limits beyond 2000.

Weather  conditions again helped  operations throughout the  year  with  above
average  rainfall and a mild winter.  Overall demand was 2%  below the
previous  year  that itself had seen the lowest requirement  for  several
years.  We believe the trend reflects an increasing environmental awareness by
customers  that has more than compensated for the new property development  in
our  area  that  added  about 1% to our customer  base.   Our  reservoirs  are
currently  close  to  being  full and as such we do  not  predict  any  supply
problems this year.

Financial Overview

The  accounts  this  year  adopt new accounting standards  with  consequential
restatement  of  prior year figures although there has been little  effect  on
"highlight"  figures.   Changes  include a revised  method  of  infrastructure
accounting,  and a revised method of computing earnings per share.  

Revenues  increased with the combined effect of inflation and a 1%  K  factor.
However, within the overall growth of 4.4%, regulated measured revenue grew by
11.3%  to  contribute  29% of total revenue reflecting  the  addition  of  new
properties  and  unmeasured customers switching to a metered  charging  basis.
Unmeasured revenue increased by 2.6% while other income fell by 6%.

The  weather  conditions  and  low  demand  helped  contain  power  costs   in
particular.   This is reflected in "cash" costs increasing by only  1.3%  over
1998,  a  real reduction approaching 2%.  Depreciation charges (including  for
infrastructure) increased by 5.5% as a result of the scale of  the  continuing
capital programme.

Operating  profit increased by 9.8% to #19.3 million.  However an increase  in
interest  cost associated with the larger capital programme and the redemption
of preference shares restricted pre-tax profit growth to 6.8%.  The tax charge
was  lower than normal due to Advance Corporation tax no longer being payable,
leading  to  an  improved profit after tax of #13.6 million, #1.7  million  or
14.4% higher than in 1998.

Investment  continued  at high levels with programmes  delivered  effectively.
This led to a cash outflow before financing for the year of #11.1 million.  In
addition the preference shares issued in 1998 were redeemed at par during  the
year.   The  funding requirements to meet these outflows was met by additional
term bank loans.  Retained earnings of #8.4 million have held the increase  in
the  gearing ratio to 95%.  Interest remained more than four times covered  by
operating profit reflecting our endeavours to strengthen key financial  ratios
by 2000.

Dividends

The Board is recommending a final dividend of 45.38 pence on each share.  This
is  8%  higher than the previous year and is consistent with the level of  the
increase  for  the interim dividend.  Assuming approval of this proposal,  the
full  dividend  for the year will be 64.8 pence compared with  60.0  pence  in
1998.   It  is  covered three times but this level of cover may  fall  in  the
longer term.  The final dividend will be paid on 27 July 1999.

Investment
Total  investment  increased to #31.6 million before  contributions,  up  from
#29.2  million  the  previous year.  This figure  includes  #10.8  million  of
infrastructure renewals expenditure that under the new accounting standard  is
required  to be shown as fixed asset additions.  The largest project continues
to be the replacement of water mains to ensure maintenance of water quality in
the  distribution system.  However work continues on a wide variety  of  other
projects  including  asset  replacement, leakage  reduction,  computer  system
enhancement and providing mains and services for new customers.

The  company  will  shortly complete the remainder of  the  appropriate  mains
rehabilitation  work provided within current price limits and  accordingly  we
project investment expenditure to be substantially lower in the current year.

Services for customers

We  remain well provided with water resources and expect to retain appropriate
"headroom"  above  normal demand in the future to meet  seasonal  peaks.   The
conjunctive  uses  of  our  river,  reservoir  and  borehole  waters,  and  an
integrated distribution system,  provide excellent operating flexibility.

We  remain  active  in  promoting  water  efficiency  and  have  sponsored   a
competition  for  our  business  customers  to  demonstrate  the  best   water
efficiency  ideas.   These  initiatives combine well  with  our  own  internal
standards of rapid repair to burst mains and providing free repair services to
domestic customers for external leaks to minimise wastage.

Compliance with water quality standards again improved to 99.93%.   We  remain
committed to delivering water of the highest possible quality.

OFWAT  has  acknowledged our services to customers are  of  a  high  standard.
Their  comment, that ranked us second best in the industry, was based on  1998
results.  I am pleased to report that on many measures, we have improved  even
further  in  1999  to  a  level  that based on  extensive  research  satisfies
customers.

Community Relations and Recreations
We have reinforced our extensive community relations programme.  One aspect of
this  year's activities  included 19 open days at a variety of company  sites,
attracting large attendances.  Our fisheries had an excellent year with record
catches.  It is a tribute to the quality of our fishing venues that our  lakes
have been chosen to host the World Fly-Fishing Championships next year.


Regulatory developments

In our submission to OFWAT for their review of price limits for the five years
to  March  2005,  we have continued to seek a proper balance  between  keeping
prices  as low as possible commensurate with maintaining services to customers
at  their  current high standards and providing fair returns to  shareholders.
Our  final  submission calls for real price increases (K factors)  approaching
10%  over this five year period.  Our proposals are significantly more  modest
than  those of many other water companies.  We are aware that any increase  in
prices is contrary to the previously expressed expectations of Government  and
the  Director  General of Water Services. However, major new obligations  have
since been imposed on water companies.

Our  obligations  to meet new European Union drinking water quality  standards
will require investment of #60 million in the five years to 2005.  Nearly half
of  this relates to the replacement of company owned lead supply pipes.   This
extensive  work will only be really effective if the customers' own pipes  are
replaced  at  the same time.  An added difficulty is that the  water  sampling
protocol  to  test  compliance  has not yet been  finalised  by  the  European
Commission.

Over  20%  of our customers are solely dependent on water abstracted from  the
Gloucester and Sharpness Canal. It transfers River Severn water to two of  our
northern  treatment  works.  It is vital to ongoing  operations  providing  on
average  40% of our total raw water requirements and at peak times  more  than
60%. We are firmly of the opinion that this canal, which is owned and operated
by  British  Waterways Board, needs an increased programme of maintenance  and
emergency  backup  that  can  only be delivered at  additional  cost.  British
Waterways Board, its operator, has recently outlined terms for providing a new
agreed level of service compatible with the security needs of a water company.
We are in discussion with them over terms and with OFWAT over the inclusion of
the  additional  costs in future price limits.  We are resolved  to  gain  for
customers  the more appropriate levels of security of supply essential  for  a
water company's customers.

We  believe  debt  collection costs and bad debts will increase  significantly
following  the  proposed  ban  on  domestic  disconnections  for  non-payment.
Although this measure is rarely used, and even then only as a last resort,  it
provided an important safeguard.  Similarly, substantial additional costs will
arise  from  the  Government's intention to allow all domestic  customers  the
right to have a water meter installed without charge.  We anticipate this will
lead  to a significant number of optants and consequently material effects  on
the bills of other customers.

In  most  cases  we  have no choice over these new costs  as  they  are  legal
obligations,  although we  have arranged to discuss alternative  proposals  on
quality issues with the Drinking Water Inspectorate.  We plan to meet part  of
the  additional cost through efficiency gains (past and future) by  continuing
to set ourselves  challenging targets.  We have also endeavoured  to  defer 
as  much capital  expenditure  as possible beyond the next five  years  to 
reduce  the strain  on  cashflow.   We have identified for deferral over  #30 
million  of justifiable  expenditure.  The investment programme will however 
remain  high beyond  2000, in the range #25 to #30 million per annum.  We also
expect  much of  the investment to be funded by higher levels of debt. 
However despite our best   efforts,  we  believe  customers  will  need  to 
contribute  to  these improvements through modestly higher prices. 
Accordingly we are  now  seeking permission to have new K factors of 2.2% in
2000/01 followed by 1.7%  in  each of the four subsequent years.

Major components underlying the submission are -
-  new  EU  quality  obligations requiring replacement of 68,000  lead  supply
   pipes mostly by 2003 at an estimated cost of #26 million
-  replacement  of  more  than 250 km of mains that  will  otherwise  lead  to
   quality problems in the future
-  modernisation of Barrow Treatment Works, our second largest, again to  meet
   new standards
-  work  on  several  borehole sources to minimise the risk of cryptosporidium
   breakthrough
-  #12  million on schemes to reduce nitrate levels that for a few days  in  a
   year can exceed permitted standards
-  installing  an estimated 65,000 water meters for existing customers  at  no
   charge to them
-  additional operating costs arising from the ban on disconnection  for  non-
   payment,  enhanced water quality testing requirements and   the  effect  of
   the proposed climate change levy on energy costs
-  a  new  agreement for improved maintenance and emergency  procedures  by
   British Waterways Board for the Gloucester and Sharpness Canal.

We  have included a summary of our proposals on our corporate website.  It  is
also  available  from our Corporate Affairs department.  The Director  General
will announce draft price limits at the end of July and will finalise them  in
November this year.  Until such time predicting both the outcome of the review
and the effect on future profitability and cashflows is not possible.

Conclusion

This  period suffered the sadness of losing two colleagues, Sir John Wills  so
shortly  after  his  retirement as chairman of the holding company,  and  Stan
Bessey,  our  Water Services Director.  Our continued sympathies  remain  with
their families as does our appreciation for their valued contribution.

We have achieved much during the last year.  This is due, in no small part, to
the  effort and commitment of all our staff.  I would like to express to  them
the thanks of the Board and, I am sure, of the shareholders.  Together, we are
ready to meet the challenges of the future.

The  outcome of the review of prices for the regulated business is  of  course
vitally important to the future of Bristol Water.  In the short term we expect
another  year of progress for the regulated business. It has been a  busy  and
fruitful year with good foundations established for the future.


J R Browning, Executive Chairman


                           PROFIT AND LOSS ACCOUNT
                      for the year ended 31 March 1999





                                                1999   1998
                                                #000   #000

Turnover                                      66,793 63,955

Operating costs                               47,493 46,383
                                             _______ _______
Operating profit                              19,300 17,572

Profit on disposal of tangible fixed assets     (135)   (46)
Net interest payable and similar charges       4,650  3,773
                                             _______ _______
Profit on ordinary activities 
 before taxation                              14,785 13,845

Taxation on profit on ordinary activities      1,213  1,985
                                             _______ ______

Profit on ordinary activities after taxation  13,572 11,860

Dividends -
On irredeemable preference shares              1,094  1,094
On redeemable preference shares                  162    389
On ordinary shares                             3,888  3,600
                                              ______ _______
Total dividends                                5,144  5,083
                                              ______ _______


Profit retained for the year                   8,428  6,777
                                              ______ _______

Earnings per share                             205.3p 173.0p
                                              ______ _______




All of the turnover and operating costs above relate to continuing operations.


                                BALANCE SHEET
                              at 31 March 1999





                                                1999      1998
                                                #000      #000
                                                     (Restated)
Tangible fixed assets                        160,765   145,197
                                             ________  _______
Current assets
Stocks                                         1,128     1,409
Debtors                                        8,563     7,212
Cash at bank and on deposit                    2,450     5,208
                                             ________  _______

                                              12,141    13,829
                                             ________  _______

Creditors: amounts falling due within one year
Short term borrowings                          1,523     1,385
Other creditors                               23,072    26,292
                                             ________  _______
                                              24,595    27,677
                                             ________  _______

Net current liabilities                      (12,454)  (13,848)
                                             ________  _______

Total assets less current liabilities        148,311   131,349

Creditors: amounts falling due 
  after one year                              68,821    54,876

Deferred income                                8,254     7,895
                                             ________  _______
                                              71,236    68,578
                                             ________  _______


Capital and reserves
Called up share capital                       18,498    24,268
Share premium account                          4,415     4,415
Other non-distributable reserves               5,770       -
Profit and loss account                       42,553    39,895
                                             ________  _______ 

Total shareholders' funds                     71,236    68,578
                                             ________  _______



                              CASHFLOW STATEMENT
                     for the year ended 31 March 1999

                                                1999      1998
                                                #000      #000
                                                     (Restated)
Net cash inflow from operating activities     30,355    30,129
                                             ________  ________

Returns on investments and servicing of finance
Interest received                                378       878
Interest paid                                 (3,590)   (3,744)
Interest paid on finance leases               (1,676)   (1,536)
Dividends paid on non-equity shares           (1,256)   (1,483)
                                             _________ ________ 
                                              (6,144)   (5,885)
                                             _________ ________

Taxation
Corporation tax paid                            (611)   (1,084)
Advance corporation tax paid on dividends       (993)   (1,223)
                                             _________ ________
                                               (1,604)  (2,307)
                                             _________ ________

Capital expenditure
Purchase of tangible fixed assets             (34,065)  (28,167)
less contributions received                     3,860     3,421
Proceeds on disposal of 
  tangible fixed assets                           213       121
                                             _________ _________

                                              (29,992)  (24,625)
                                             _________ _________


Dividends paid on equity shares                (3,686)   (3,410)
                                             _________ _________

Cash outflow before management
 of liquid resources and financing            (11,071)   (6,098)

Management of liquid resources
 being decrease in short term deposits              -    11,250

Financing
Capital element of new finance leases             586     1,808
New bank loans                                 15,000         -
Capital element of lease repayments            (1,503)   (1,853)
Redemption of preference shares                (5,770)        -
                                              _________ ________
                                                8,313       (45)
                                              _________ ________

Increase (decrease) in cash                    (2,758)    5,107

Cash, beginning of year                         5,208       101
                                              _________ ________

Cash, end of year                               2,450     5,208
                                              _________ ________


                                    NOTES



1.    BASIS OF PREPARATION AND CIRCULATION

  These  preliminary statements do not constitute the statutory  accounts  for
  the year ended 31 March 1999.  The statutory accounts have been reported  on
  by  the  auditors without qualification but have not yet been  delivered  to
  the  Registrar  of Companies.  The comparative figures for  1998  have  been
  extracted  from  the accounts of Bristol Water plc for  the  year  ended  31
  March  1998, upon which the auditors' report was unqualified and which  have
  been  delivered to the Registrar of Companies.  The comparative figures have
  been  restated  to reflect the change in accounting policy and  presentation
  required  by  the  adoption  of  revised  methods  of  accounting  for   the
  maintenance of infrastructure assets following adoption of FRS 12 and 15.

  The  Annual Report and Accounts will be posted to shareholders on or  before
  25  June  1999.  Copies will be  available to the public from the registered
  office  at PO Box 218, Bridgwater Road, Bristol BS99 7AU. The Annual General
  Meeting  will  be held at the Registered Office at Bridgwater Road,  Bristol
  on Monday, 26 July 1999 at 9:30am.



2.   OPERATING COSTS
                                             1999      1998
                                             #000      #000
                                                  (Restated)
  Net payroll cost                          9,224     9,228
  Other operating expenses                 25,817    25,349
  Depreciation, net                        12,452    11,806
                                          ________ _________          
  Total operating costs                    47,493    46,383
                                          ________ _________          



3.   TAXATION ON PROFIT ON ORDINARY ACTIVITIES
                                             1999      1998
                                             #000      #000
Mainstream  corporation  tax  payable       1,036       714       
Advance corporation tax                       177     1,271
                                          ________ _________   
Charge for the year                         1,213     1,985
                                          ________ _________
          
          
4.   DIVIDENDS
                                             1999      1998
                                             #000      #000
  On non-equity shares -
  Irredeemable 8.75% preference shares -
  Paid                                        547       547
  Payable 1 April                             547       547
                                          ________ _________         
                                            1,094     1,094

  Paid on convertible redeemable 6.75% 
   preference shares 1998                     162       389
                                          ________ _________          
                                            1,256     1,483
                                          ________ _________ 
          
  On ordinary shares (equity shares) -
  Paid                                      1,166     1,080
  Proposed                                  2,722     2,520
                                          ________ _________          
                                            3,888     3,600
                                          ________ _________
          
  Total dividends paid and proposed         5,144     5,083
                                          ________ _________
          

5.   EARNINGS PER SHARE

  The  calculation  of basic earnings per ordinary share is  based  on  profit
  attributable   to   holders  of  ordinary  shares  of   #12,316,000   (1998:
  #10,377,000)  and the weighted average number of ordinary  shares  in  issue
  during the year of 5,998,000 (1998: 5,998,000).

  As  the  company has no obligations to issue further shares,  disclosure  of
  earnings per share on a fully diluted basis is not required.

  Adoption of FRS 14 has not required the restatement of comparative data.
  
6.   TANGIBLE FIXED ASSETS
                                             1999      1998
                                             #000      #000
                                                  (Restated)
  Net book value, beginning of year       145,197   131,018
  Additions                                31,599    29,237
  Disposals                                   (78)      (75)
  Contributions                           ( 3,244)   (2,935)
  Depreciation                            (12,709)  (12,048)
                                         _________ _________
          
  Net book value, end of period           160,765   145,197
                                         _________ _________                  
                      
          

7.   NET BORROWINGS
                                            1999      1998
                                            #000      #000
  Cash                                     2,450     5,208
  Debt due within one year                (1,523)   (1,385)
  Debt due after one year                (68,821)  (54,876)
                                         _________ ________          
  Net borrowings                         (67,894)  (51,053)
                                         _________ ________

          

8. MOVEMENT IN SHAREHOLDERS' FUNDS
                                            1999      1998
                                            #000      #000
  Beginning of year                       68,578    61,801
  Profit for the year                     13,572    11,860
  Dividends                               (5,144)   (5,083)
  Redemption of preference shares         (5,770)        -
                                         _________ ________
          
  End of year                             71,236    68,578
                                         _________ ________
          

9. ADDITIONAL CASHFLOW INFORMATION

a) Reconciliation of operating profit to net cash inflow from operating
activities -

                                           1999       1998
                                           #000       #000
                                                 (Restated)
  Operating profit                        19,300    17,572
  Depreciation, net                       12,452    11,806
                                         _______ __________          
  Cashflow from operations                31,752    29,378
  Working capital movements -
  Stocks                                     281      (590)
  Debtors                                 (1,351)     (103)
  Creditors                                 (327)    1,444
                                         ________ _________
          
  Net cash inflow from 
   operating activities                   30,355    30,129
                                         ________ _________
          

b)Reconciliation of net cashflow to 
   movement in net borrowings -
                                            1999      1998
                                            #000      #000

  Increase (decrease) in net 
   cash in year                           (2,758)    5,107      
  Cash  used  to repay borrowings          1,503     1,853
  Cash from new borrowings               (15,586)   (1,808)
  Cash from reducing liquid resources          -   (11,250)
                                         ________ _________          
  Increase in net borrowings             (16,841)   (6,098)
  Net borrowings at beginning of year    (51,053)  (44,955)
                                         ________ _________     
  Net borrowings at end of year          (67,894)  (51,053)
                                         ________ _________          


END

FR AAMIBLLTTBAL


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