RNS Number:5023R
Darwen Capital PLC
30 October 2003


FOR IMMEDIATE RELEASE
30 OCTOBER 2003

                               DARWEN CAPITAL PLC

               AUDITED RESULTS FOR THE PERIOD ENDED 30 JUNE 2003


On 14 August 2003, Darwen Capital plc (the "Company") announced unaudited
results for the period from incorporation on 1 October 2002 to 30 June 2003. The
Company has since changed its accounting reference date to 30 June and,
accordingly, the financial information set out below has been extracted from the
maiden statutory audited financial statements of the Company prepared in respect
of the same period.

On 2 October 2003, the Company announced that it had conditionally agreed to
acquire 20 per cent. of the issued ordinary share capital of Scott Tod
Developments Limited ("STDL") from A Cohen & Co. plc ("Cohen").

The acquisition from Cohen was completed and the purchase consideration of
#525,000 in cash was paid to Cohen on 6 October 2003.

The Company entered into an agreement to acquire the remaining 80 per cent. of
STDL's ordinary shares on 3 October 2003. The purchase consideration in respect
of these shares will be satisfied by the issue, credited as fully paid, of
10,000,000 new ordinary shares of 1p each in the Company ("Ordinary Shares")
and, depending upon the audited results of the new group for the financial year
ending 30 June 2005, the vendors will be entitled to receive deferred
consideration comprising the issue of up to a further 10,000,000 new Ordinary
Shares and #500,000 nominal amount of unsecured loan notes.

The Ordinary Shares are currently suspended on AIM pending posting a circular to
shareholders containing details of the proposals and calling an Extraordinary
General Meeting to approve such. It will also be proposed to shareholders at
that meeting that, conditional upon completion of the acquisition of STDL, the
Company changes its name to "Scott Tod Plc" and various changes will be made to
the Board. The Company also intends to raise #2,500,000 through an issue of
10,000,000 shares at 25p each.

It is expected that the Annual Report for the period ended 30 June 2003 and the
circular referred to above will be sent to shareholders shortly and that the
first Annual General Meeting of the Company and the Extraordinary General
Meeting will both be held towards the end of November 2003.


David L Massie
Executive Chairman


PROFIT AND LOSS ACCOUNT
FOR THE PERIOD ENDED 30 JUNE 2003

                                                                          2003
                                                                         #'000

Turnover                                                                     -
Administrative expenses                                                    (26)
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Operating loss                                                             (26)
Interest receivable                                                          1
-------------------------------------------------------------------------------
Loss on ordinary activities before taxation                                (25)
Taxation                                                                     -
-------------------------------------------------------------------------------
Loss on ordinary activities after taxation                                 (25)
Dividends                                                                    -
-------------------------------------------------------------------------------
Retained loss                                                              (25)
===============================================================================

Basic and diluted loss per ordinary share (pence)                        (0.38)
===============================================================================

Dividends per ordinary share (pence)                                         -
===============================================================================


Continuing operations

None of the Company's activities were acquired or discontinued during the above
financial period.

Statement of total recognised gains

The Company has no recognised gains or losses other than the loss for the above
financial period.

BALANCE SHEET
AS AT 30 JUNE 2003

                                                                          2003
                                                                         #'000

Current assets
Debtors                                                                     13
Cash at bank and in hand                                                   103
-------------------------------------------------------------------------------
                                                                           116
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Creditors: amounts falling due within one year                              (8)
-------------------------------------------------------------------------------
Net assets                                                                 108
===============================================================================

Capital and reserves
Called up share capital                                                     70
Share premium account                                                       63
Profit and loss account                                                    (25)
-------------------------------------------------------------------------------
Total shareholders' funds                                                  108
===============================================================================

Net assets per ordinary share (pence)                                     1.54
===============================================================================


CASHFLOW STATEMENT
FOR THE PERIOD ENDED 30 JUNE 2003

                                                                          2003
                                                                         #'000

Net cash outflow from operating activities                                 (31)
Returns on investments and servicing of finance
Interest received                                                            1
Financing
Proceeds of issue of ordinary shares                                       200
Expenses of share issue                                                    (67)
-------------------------------------------------------------------------------
Increase in cash                                                           103
===============================================================================


NOTES

1 - Basis of Preparation

The financial statements have been prepared in accordance with the historical
cost convention in compliance with applicable UK Financial Reporting Standards.

2 - Loss per share

The calculation of loss per ordinary share is based on the loss for the period
after tax of #25,000 and on the weighted average number of ordinary shares in
issue during the period to 30 June 2003 of 6,512,826.

3 - Publication of non-statutory accounts

The financial information set out in this announcement does not constitute
statutory accounts as defined in section 240 of the Companies Act 1985. The
summarised balance sheet at 30 June 2003, the summarised profit and loss account
and cash flow statement for the period then ended and the associated notes have
been extracted from the Company's audited financial statements. Those financial
statements have not yet been delivered to the Registrar of Companies.



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