Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Carr’s Milling Industries PLC
Old Croft, Stanwix
Carlisle CA3 9BA
www.carrs-milling.com
Carr’s Milling Industries PLC Annual Report & Accounts 2004 Contents
Carr’s Milling Industries activities are 
focussed in Agriculture, Food and 
Engineering with increased Annual Sales of
£155.7m
Directory of Operations
Carr’s Milling Industries PLC
Old Croft, Stanwix, Carlisle,
Cumbria CA3 9BA
Tel: 01228 554600
Fax: 01228 554601
Website: www.carrs-milling.com
Animal Feed Supplements Inc
East Highway 212, 
PO Box 188, Belle Fourche, 
South Dakota 57717 USA
Tel: 00 1 605 892 3421
Fax: 00 1 605 892 3473
Animal Feed Supplements Inc
PO Box 105, 
101 Roanoke Avenue, Poteau,
Oklahoma 74953 USA
Tel: 00 1 918 647 8133
Fax: 00 1 918 647 7318
Caltech
Solway Mills, Silloth, Wigton,
Cumbria CA7 4AJ
Tel: 016973 32592
Fax: 016973 32339
Carrs Billington Agriculture
(Operations)*
Parkhill Road, 
Kingstown Industrial Estate,
Carlisle CA3 0EX
Tel: 01228 529 021
Fax: 01228 554 397
Carrs Billington Agriculture
(Operations)*
Cumbria House, 
Gilwilly Trading Estate, Penrith,
Cumbria CA11 9BW
Tel: 01768 869 600
Fax: 01768 869 606 
Carrs Billington Agriculture
(Operations)*
Cold Meece, Stone, 
Staffordshire ST15 0QW
Tel: 01785 760 535
Fax: 01785 760 888
Carrs Billington Agriculture
(Operations)*
Powhill, Kirkbride, 
Cumbria CA5 5AJ
Tel: 01697 352 229
Fax: 01697 352 248
Carrs Billington Agriculture
(Operations)* 
Uredale Mill,
Askrigg, Leyburn, 
North Yorkshire DL8 7HZ
Tel: 01969 650 229
Fax: 01969 650 770
Carrs Fertilisers, Invergordon
Inverbreakie Industrial Estate,
Invergordon, 
Ross-shire IV18 0QN
Tel: 01349 853 745
Fax: 01349 854 066
Carrs Fertilisers, Montrose
River Street, Montrose, 
Angus DD10 9RT
Tel: 01674 678 400
Fax: 01674 671 318
Carrs Fertilisers, Silloth
The Wath, Silloth, Wigton,
Cumbria CA7 4PH
Tel: 016973 32333
Fax: 016973 32279
Carrs Billington Agriculture
(Sales), Annan
25 High Street, Annan,
Dumfriesshire DG12 6AE
Tel: 01461 202 772
Fax: 01461 202 712
Carrs Billington Agriculture
(Sales), Barnard Castle
Montalbo Road, Barnard Castle,
Co Durham DL12 8ED
Tel: 01833 637 537
Fax: 01833 638 010
Carrs Billington Agriculture
(Sales), Buchlyvie
Main Street, Buchlyvie, 
Stirling FK8 3NQ
Tel & Fax: 01360 850 372
Carrs Billington Agriculture
(Sales), Carlisle
Montgomery Way, Rosehill Estate,
Carlisle CA1 2UY
Tel: 01228 520 212
Fax: 01228 512 572
Carrs Billington Agriculture
(Sales), Cockermouth
Unit 5, 
Lakeland Agricultural Centre,
Cockermouth CA13 0QQ
Tel: 01900 824 105
Fax: 01900 826 860
Carrs Billington Agriculture
(Sales), Hexham
Tyne Mills Industrial Estate,
Hexham, 
Northumberland NE46 1XL
Tel: 01434 605 371
Fax: 01434 608 938
Carrs Billington Agriculture
(Sales), Milnathort
Stirling Road, Milnathort, 
Kinross KY13 9UZ
Tel: 01577 862 381
Fax: 01577 863 057
Carrs Billington Agriculture
(Sales), Morpeth
20c Coopies Lane Industrial
Estate, Morpeth, 
Northumberland NE61 6JN
Tel: 01670 503 930
Fax: 01670 504 404
Carrs Billington Agriculture
(Sales), Penrith
Haweswater Road, 
Penrith Industrial Estate,
Penrith, Cumbria CA11 9EH
Tel: 01768 862 160
Fax: 01768 899 345
Carrs Billington Agriculture
(Sales), Perth
Highland House, 
St Catherine’s Road, 
Perth PH1 5YA
Tel & Fax: 01738 643 022
Carrs Billington Agriculture
(Sales), Brock
Brockholes Way, 
Claughton Trading Estate,
Lancaster Old Road,
Claughton on Brock, 
Preston PR3 0PZ
Tel: 01995 643 200
Fax: 01995 643 220
Carrs Billington Agriculture
(Sales), Gisburn
Pendle Mill, Mill Lane, Gisburn,
Clitheroe, Lancashire BB7 4ES
Tel & Fax: 01200 445 491
Carrs Billington Agriculture
(Sales), Hawes
Burtersett Road, Hawes, 
North Yorkshire DL8 3NP
Tel: 01969 667 334
Fax: 01969 667 335 
Carrs Billington Agriculture
(Sales), Leek
Macclesfield Road, Leek,
Staffordshire ST13 8NR
Tel & Fax: 01538 383 277
Bendalls
Albion Works, London Road,
Carlisle CA1 2PW
Tel: 01228 526 246
Fax: 01228 525 634
R Hind
Kingstown Broadway, 
Kingstown Industrial Estate,
Carlisle CA3 0HA
Tel: 01228 523 647
Fax: 01228 512 712
Carrs MSM
Unit 1 Spitfire Way,
Hunts Rise,
South Marston Park,
Swindon, Wiltshire SN3 4TX
Tel: 01793 824 891
Fax: 01793 824 894
Carr’s Flour Mills 
Solway Mills, Silloth, Wigton,
Cumbria CA7 4AJ
Tel: 016973 31661
Fax: 016973 32543
Carrs Blends
Solway Mills, Silloth, Wigton,
Cumbria CA7 4AJ
Tel: 016973 33021
Fax: 016973 33768
John Stronach
Solway Mills, Silloth, Wigton,
Cumbria CA7 4AJ
Tel: 016973 31456
Fax: 016973 32808
George Shackleton
Church View, Church Street,
Kilcock, Co Kildare, Eire
Tel: 00 3531 628 7714 & 7746
Fax: 00 3531 628 7773
B&A Travel
18 Main Street, Beith, 
Ayrshire KA15 2AA
Tel: 01505 504 547
Fax: 01505 504 812
Designed and produced by corporateprm, Edinburgh and London.  www.corporateprm.co.uk
01 Financial Highlights
02 Chairman’s Statement
04 Chief Executive’s Review
08 Location of Operations
09 Registered Office and Advisers
09 Board of Directors
10 Directors’ Report
13 Corporate Governance
15 Independent Auditors’ Report
16 Directors’ Remuneration Report
20 Consolidated Profit and Loss Account
21 Statement of Group Total Recognised Gains and Losses
21 Note of Group Historical Cost Profits and Losses
22 Consolidated Balance Sheet
23 Company Balance Sheet
24 Consolidated Cash Flow Statement
25 Statement of Accounting Policies
27 Notes to the Financial Statements
51 Five Year Statement
52 Notice of Annual General Meeting
IBC Directory of Operations
* associate company 01
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
2004 2003
£’000 £’000
Group turnover 155,749 148,688
Group operating profit 5,036 4,011
Profit before tax and exceptional items 5,127 4,570
Profit before tax 5,127 4,066
Net cash inflow from operating activities 6,256 5,504
Net debt 5,758 5,615
Group capital employed 25,310 23,235
Earnings per share 
Basic 39.9p 30.5p
Adjusted 39.9p 34.7p
Dividends
Interim paid 4.5p 4.0p
Final proposed 9.0p 7.5p
Total 13.5p 11.5p
Financial Highlights
Turnover £m Profit before Tax £m
(and exceptional items)
Earnings per Share (p)
(adjusted)
Dividends (p)
00 01 02 03 04 00 01 02 03 04 00 01 02 03 04 00 01 02 03 04
98
113
143
149
156
2.5
2.3
3.3
4.6
5.1
20.2
23.9
33.3
34.7
39.9
9.0
8.0
9.5
11.5
13.5 02
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Chairman’s Statement by David Newton
It is a pleasure to report a sixth successive annual
increase in adjusted earnings per share.
Financial review
On turnover up 4.7% at £155.7 million (2003: £148.7
million), total operating profit increased by 22.0% to
£5.77 million (2003: £4.73 million), whilst pre-tax
profit was 26.0% ahead at £5.13 million (2003: £4.07
million), despite a £0.4 million increase in pension
costs. Basic earnings per share advanced by 30.8% 
to 39.9p (2003: 30.5p). If 2003’s £0.50 million
exceptional reorganisation costs are disregarded, 
the increases in operating profit, pre-tax profit and
earnings per share are 10.4%, 12.3% and 15.0%,
respectively.
Year end equity shareholders’ funds increased by 8.1%
to £24.04 million (2003: £22.24 million), representing
net assets per share of 297.7p (2003: 275.4p). Net
debt increased slightly to £5.76 million (2003: £5.62
million), giving gearing of 24.0% (2003: 25.2%). Net
interest payable is similar to last year at £0.65 million
(2003: £0.66 million) and was covered 8.9 times
(2003: 7.1 times) by profit before interest and tax.
Dividends
A final dividend per share of 9.0p (2003: 7.5p), up
20.0%, is proposed, payable on 21 January 2005 to
shareholders on the register at close of business on
17 December 2004, with an ex-dividend date of 
15 December 2004.
Together with the interim dividend per share of 
4.5p (2003: 4.0p), proposed dividends per share 
are 17.4% higher at 13.5p (2003: 11.5p), covered 
3.0 times (2003: 2.7 times, or 3.0 times if exceptional
items are disregarded).
If approved at the AGM to be held at 11.30 a.m. 
on 6 January 2005 at the Crown Hotel, Wetheral,
Carlisle, the final dividend will be paid on 21 January
2005 to shareholders.
Business
Agriculture achieved an operating profit of £5.73
million (2003: £5.03 million, after one-off costs 
of £0.26 million) on a turnover of £124.4 million 
(2003: £120.8 million). This outcome reflected
further improvements in the performance of UK
The results we have achieved are due to
the commitment
of all the Group’s employees 03
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
animal feed and fertiliser outweighing a decreased
contribution from US animal feed after an
exceptionally good previous year.
Food’s operating profit was halved at £0.27 million 
(2003: £0.60 million) on a turnover of £22.0 million 
(2003: £20.3 million) following the exceptionally
large rise in raw material costs, in particular in the
first half.
Engineering broke even (2003: made an operating
loss of £0.68 million, after one-off costs of £0.24
million) on an increased turnover of £9.3 million
(2003: £7.6 million). This result benefited from the
closure of Keytor in March 2003 and the subsequent
consolidation of R Hind from three sites to one.
Board
In May 2004, Ian C. Carr died, aged 75, following a
brief illness. Ian Carr, a great grandson of Jonathan
Dodgson Carr, who founded Carr’s in 1836, was
appointed Chairman of Carr’s in April 1964, aged 35,
and remained in that position until his retirement on
his 70th birthday in August 1998. Thereafter, he was
President of Carr’s, representing the Company on
many occasions. Ian was a model of good practice,
acting as an example of what we should all aspire to
be. Together with his wife, Rilla, they formed a
partnership which was well known locally and one
we shall all miss.
In September 2004, Lord Inglewood, aged 53, 
was appointed a non-executive Director of Carr’s.
Richard Inglewood was a Conservative member of
the European Parliament for ten years until his
retirement in 2004, and has been a member of the
House of Lords since 1989. He brings to the Board
wide experience, in particular of EU and
Westminster politics, allied with a knowledge of
farming and of Carr’s north west England heartland.
Outlook
Despite having to absorb higher energy costs across
the Group, mainly for electricity, the current year is
expected to show further growth in all three
Divisions, especially in Food, where gross margins in
flour have returned to a more normal level following
unprecedented wheat price increases last year. With
the growth of the existing business combined with
the Meneba UK acquisition, the Board considers that
Carr’s is well placed for further progress. 
David Newton 
Chairman
8 November 2004  04
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Chief Executive’s Review by Chris Holmes
In the year ended 28 August 2004, Agriculture and
Engineering improved their results whilst Food’s
operating profit halved in unusually difficult market
conditions for flour. As usual, Agriculture was much
the most important of the three Divisions in terms of
both turnover and profit.
Agriculture
Feed
The Group’s animal feed business comprises the 
UK manufacture of compound feed by Carrs
Billington Agriculture (in association with Edward
Billington & Sons Limited) at Carlisle (Cumbria),
Penrith (Cumbria) and Stone (Staffordshire); and 
the blending of animal feeds at Askrigg (North
Yorkshire) and Kirkbride (Cumbria).
Carrs Billington Agriculture’s compound feed
volumes were well ahead of last year, but margins
were squeezed due to under-recovery of
unprecedented raw material cost increases in 
grain and proteins.
The low-moisture animal feedblock business
comprises the UK manufacture by Caltech at Silloth
(Cumbria) and in the US by Animal Feed
Supplements at Belle Fourche (South Dakota) and
Poteau (Oklahoma).
Caltech’s Crystalyx low-moisture animal feedblock
again increased turnover in both the UK and
Continental Europe. Its Calflyx Easy Breather, 
a new product launched for calves, exceeded all
expectations. Caltech also benefited from the first full
year of molasses being imported into the port at Silloth.
In the USA in 2003, Animal Feed Supplement
benefited from the US Government’s Drought
Assistance Programme, which subsidised feed
supplement products for ranchers in certain states,
thereby achieving a record sales increase in that year
of 29%. In 2004, sales were lower as ranchers used
subsidised stock of Feed in a Drum and Smartlic, 
in particular in the first half of the financial year.
Underlying growth continued to be achieved as new
markets were entered. The strength of the pound
versus the US dollar also had a negative impact on
profit of £0.1 million.
Sales of machinery 
remain strong
throughout the United Kingdom  05
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Fertiliser
Carrs Fertiliser operates three blending sites, at
Invergordon (Easter Ross), Montrose (Angus) and
Silloth (Cumbria), producing a wide range of
fertilisers. 
Following the successful rationalisation of production
facilities with the planned reduction of sales volumes
shedding certain low margin business the
profitability improved to respectable levels. The
investment in Silloth and Montrose to enhance
capacity and efficiency enabled demand to be met 
at the critical time of usage.
Retail
Following the closure in March 2004 of a small
branch at Pitscottie (Fife), Carr’s Retail comprises 
14 branches, from Perth in the north to Leek
(Staffordshire) in the south, selling farm supplies.
Turnover increased by 13%, reflecting the opening in
October 2003 of a larger branch in Cockermouth
(Cumbria), which performed ahead of expectations,
and the addition of new products to the portfolio.
Machinery
Carr’s Machinery distributes new and used
agricultural and groundcare machinery from six of
the retail branches, in the north west of England and
the south west of Scotland. These branches have
modern workshops that test equipment and provide
a comprehensive store of spare parts.
Turnover and profit again exceeded expectations,
and were only slightly down on last year, which 
was a record.
Food
Carr’s principal food company is Carr’s Flour Mills, 
a cereals processing company with flour mills at
Silloth using the latest milling technology to meet the
quality and specialist requirements of bakers, food
manufacturers and retailers.
Following a difficult first half as the result of
considerable under-recovery of the 60% increase in UK
wheat prices in the eight months to January 2004,  06
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Chief Executive’s Review continued
Consistent growth throughout the 
engineering division has been achieved with
major contract wins
in Azerbaijan and the United States
the second half performed better, with selling price
increases being effective from the early months of
2004. The high-quality Carrs Breadmaker brand, which
was launched two years ago, while a small percentage
of divisional turnover, continues to be a good seller,
with listings in three major multiple retailers.
On the 29 November 2004 we exchanged contracts
to acquire, for a cash consideration of £4.7 million,
the flour milling business of Meneba UK which has
two flour mills, Robert Hutchinson at Kirkcaldy, 
Fife and Greens Flour Mills at Maldon, Essex. The
acquisition is subject to shareholder approval at the
Extraordinary General Meeting on 18 November
2004 and the details of the acquisition were
forwarded in a Circular to shareholders on 
1 November 2004.
The enlarged milling group will have a strong market
presence in the northern part of the UK and will
increase its activity in the area of speciality mixes
under both the Carrs and the Greens names.
The acquisition will be an excellent strategic fit for
Carrs and will more than double the size of our flour
business and is expected to be earnings enhancing in
the year to August 2005.
Engineering
Engineering now comprises Bendalls and R Hind,
both of which are based in Carlisle, and Carrs 
MSM, which is based in Swindon. Bendalls, whose
specialism is precision welding, designs and
manufactures plant and equipment for the petro-
chemical, oil and gas, nuclear power, pharmaceutical,
process and water industries. R Hind provides
vehicle body building and accident repairs for cars
and commercial vehicles. Carrs MSM designs and
manufactures master slave manipulators, which are
key components for many industries but notably the
nuclear industries. Bendalls performed better, with a steady order book
throughout the year and improved overall margins; the
business has won substantial orders in recent months.
Our involvement in renewable energy continues and
funding for phase 2 of the underwater turbine project
“SeaGen” is agreed. The design of “SeaGen” should
be approved in early 2005 with manufacture to
progress thereafter. R Hind had a disappointing year,
with tight margins and some unprofitable work. Carrs
MSM, which was set up in December 2003, has a
small but satisfactory order book, with its main
customer being British Nuclear Fuels Limited.
In October 2004, Carr’s completed the disposal of 
its site at London Road, Carlisle, where Bendalls
Engineering, its high integrity welding business, 
is based.
The cash consideration receivable by Carr’s is 
£2.6 million. In addition, the purchaser is committed
to build a new 55,000 sq ft factory for Bendalls at
Kingstown Industrial Estate which is expected to
cost £2.7 million, bringing the total consideration to
£5.3 million. The cash consideration will be used to
equip the new factory and for general working
capital purposes.
The total book value of the net assets disposed of is
£0.8 million. Accordingly, the profit on disposal is
expected to be approximately £4.5 million, which
will be accounted for as an exceptional gain in the
current year to 3 September 2005. A further benefit,
the Directors believe, is that the change in location
will enable Bendall to operate from a more efficient
factory.
Bendalls will remain operating from the London
Road site until the completion of the new factory and
the equipping thereof to its own specifications at a
cost to it of £0.75 million, which is expected to be in
August 2005.
Staff
I would like to take this opportunity to endorse the
Chairman’s comments about Ian C. Carr. In addition
to Ian’s contribution to the company over 40 years
making Carr’s Milling Industries what it is today, his
wonderful presence and approach to life and
business will be remembered by employees,
customers and shareholders alike.
Again, I would like to thank all my colleagues in the
UK, the Republic of Ireland and the USA for their
individual contributions in achieving a further set of
record profits.
Chris Holmes
Chief Executive Officer
8 November 2004 
07
Carr’s Milling Industries PLC
Annual Report & Accounts 2004 08
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Location of Operations
09
10
21
18 14
19
17
20
16
13
24
23
06
25
26
30
04
15
03
11
28
31
05
12
29
22
27
08
07
01
02
North America
The United Kingdom 
and Ireland
Agriculture
Animal Feed Supplements Inc. USA
01 Belle Fourche, South Dakota
02 Poteau, Oklahoma
Caltech
03 Silloth
Feed Mills 
(Carrs Billington Agriculture Operations)
04 Carlisle
05 Penrith
06 Stone
07 Kirkbride
08 Askrigg
Fertiliser
09 Invergordon
10 Montrose
11 Silloth 
Retail
(Carrs Billington Agriculture Sales)
12 Annan
13 Barnard Castle
14 Buchlyvie
15 Carlisle
16 Cockermouth
17 Hexham
18 Milnathort
19 Morpeth
20 Penrith
21 Perth
22 Brock
23 Gisburn
24 Hawes
25 Leek
Engineering
26 Bendalls, Carlisle
26 Hinds, Carlisle
27 Carrs MSM, Swindon
Food
28 Carr’s Flour Mills, Silloth
28 Carrs Blends, Silloth
28 John Stronach (Shipbrokers), Silloth
29 George Shackleton, Dublin
Head Office
30 Carr’s Milling Industries PLC, Carlisle
Travel
31 B&A Travel, Beith 09
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Board of Directors Registered Office
and Advisers
Registered Office
Carr’s Milling Industries PLC
Old Croft, Stanwix
Carlisle CA3 9BA
Registered No. 98221
Independent Auditors
PricewaterhouseCoopers LLP 
89 Sandyford Road
Newcastle upon Tyne NE99 1PL
Bankers
Clydesdale Bank PLC
82 English Street
Carlisle CA3 8HP
The Royal Bank of Scotland plc
37 Lowther Street
Carlisle CA3 8EL
Financial Adviser and Broker
Investec Bank (UK) Limited 
2 Gresham Street
London EC2V 7QP
Solicitors
Atkinson Ritson
15 Fisher Street
Carlisle CA3 8RW
DLA
India Buildings
Water Street
Liverpool L2 ONH
Registrars
Capita Registrars 
Northern House
Woodsome Park
Fenay Bridge
Huddersfield HD8 0LA
David Newton
Chairman
Chris Holmes
Chief Executive
Ron Wood
Finance Director
Robert Heygate
Non-Executive Director
Lord Inglewood
Non-Executive Director 10
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Directors’ Report
The directors present their Annual Report together with the
audited financial statements for the year ended 28 August 2004.
Principal activities
The principal activities are Agriculture, Food and Engineering and
are described in the Chairman’s Statement and the Chief
Executive’s Review on pages 2 to 7. The financial statements for
the year ended 28 August 2004, including other information about
the Group’s financial position, are set out on pages 20 to 50.
Dividends
An interim dividend of 4.5p per ordinary share was paid on 
25 May 2004. The directors now recommend the payment of a 
final dividend for the year of 9.0p per ordinary share, totalling
£1,090,000 (2003: 11.5p per ordinary share, totalling £930,000).
Subject to approval at the Annual General Meeting, the final
dividend will be paid on 21 January 2005 to members on the
register at the close of business on 17 December 2004. Shares 
will go ex-dividend on 15 December 2004.
Share capital
No ordinary shares were issued in the year. The total number of
ordinary shares in issue at 28 August 2004 was 8,073,599.
Share options
Details of all options granted but not exercised or lapsed at 
28 August 2004 are shown in note 22 to the financial statements.
Post balance sheet events
Details of post balance sheet events are given in note 35 to the
accounts.
Employees
The Group consists of a diverse range of companies which have
developed voluntary practices and procedures for employee
involvement appropriate to their own circumstances and needs.
The Group encourages this approach to provide information and
consultation and believes that this promotes a better understanding
of the issues facing the individual business in which the employee
works.
It is Group policy to achieve and maintain a high standard of health
and safety by all practical means and the active involvement of
employees in matters of health and safety are encouraged.
Employment policies are designed to provide equal opportunities
irrespective of colour, ethnic or natural origin, nationality, sex,
religion and marital or disabled status.
Directors and their interests
The directors of the Company at 28 August 2004 have been
directors for the whole of the year ended on that date. Lord
Inglewood was appointed as a director from 1 September 2004.
Lord Inglewood was appointed a director since the last annual
general meeting, on 1 September 2004, and in accordance with the
Company’s Articles of Association is required to retire at the first
annual general meeting after his appointment. Lord Inglewood
offers himself for election.
In accordance with the Company’s Articles of Association, 
Mr R C Wood retires by rotation at the forthcoming annual general
meeting and being eligible, offers himself for election. 
Biographical details of the directors are shown below:
Non-executive directors
Mr D A Newton (62) held many senior executive positions with
Hillsdown Holdings plc and was Chief Executive for a number of
years until his retirement in September 1996. He is also a director
of a number of private companies.
Mr A R Heygate (59) is an executive director of Heygate & Sons
Limited, the UK’s largest independent flour miller and is also
engaged in animal feed compounding and other agricultural
activities.
Lord Inglewood (53) was a Conservative member of the European
Parliament for ten years until his retirement in 2004, was a
Government Minister from 1995 to 1997 and has been a member 
of the House of Lords since 1989. He brings to the Board wide
experience, in particular of EU and Westminster politics, allied 
with a knowledge of farming and of the Group’s north-west
England heartland.
Mr D A Newton and Mr A R Heygate have two year fixed term
contracts which expire on 31 August 2005. Lord Inglewood has a
two year fixed term contract which expires on 31 August 2006.
Executive directors
Mr C N C Holmes (53) was appointed to the Board in January 1992,
and as CEO in September 1994. Previously he held senior
management positions in the agricultural division of J Bibby & Sons.
Mr R C Wood (56) was appointed to the Board as Finance Director
in January 1988 and is a member of the Chartered Institute of
Management Accountants. Mr R C Wood is also Company
Secretary.
The two executive directors have a rolling two year service
contract, which provides for a two year notice. 11
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Charitable and political contributions
Charitable donations made by the Group during the year amounted
to £7,535 (2003: £10,990). No political contributions were made
(2003: Nil).
Creditor payment policy
It is the Company’s policy to agree terms of payment with its
suppliers when agreeing the terms of a business transaction or
transactions. All suppliers are aware of this procedure and the
Company abides by the agreed payment terms subject to the terms
and conditions being met by the supplier. Wherever possible UK
subsidiaries follow the same policy and the overseas subsidiary is
encouraged to adopt similar policies, by applying local best
practice.
The amount of trade creditors shown in the Group balance sheet at
the end of the financial year represents 36 days (2003: 36 days) of
average daily purchases from suppliers.
The Company has no trade creditors in either period.
International Financial Reporting Standards
In common with all UK listed companies the Company is required
to comply and adopt International Financial Reporting Standards 
for the first financial statements commencing on or after 1 January
2005. Therefore the first accounting period affected will be for 
the year ending 31 August 2006. The adoption of International
Financial Reporting Standards will have both accounting and
business implications and the Company is preparing an impact
assessment, which is expected to be completed before the end 
of 2004.
Pensions
The directors have considered the financial impact on the Group of
the deficit which exists in the Carr’s Milling Industries Pension
Scheme 1993 and confirmed its continuing support of the defined
benefit section of the scheme. The directors will continue to
regularly monitor the performance of the scheme investments and
take action should the scheme’s deficit increase.
Land and buildings
The Group has entered into an agreement that values the Bendall’s
site at £4.5m in excess of its carrying value.
The interests of the directors, as defined in the Companies Act 1985, in the ordinary shares of the Company, other than in
respect of options to acquire ordinary shares (which are detailed in the analysis of options included in the Directors’
Remuneration Report on pages 16 to 19) are as follows.
Ordinary Shares of 25p each
on 28 August 2004 on 30 August 2003
Number Number
A R Heygate 37,225 37,225
C N C Holmes 32,000 32,000
D A Newton 15,000 15,000
R C Wood 9,500 9,500
All the above interests are beneficial and there have been no changes since the year end. 
During the year no director had any interest in any contract which was of significant in relation to the business of the Group.
Significant shareholders
As at 2 November 2004, the Company had received notification of the following shareholders having 3% or more of the
issued share capital:
Percentage of 
Total Holding Issued Capital 
Heygate & Sons Limited 1,332,762 16.51%
T W G Charlton 1,199,495 14.86%
HSBC Global Custody Nominee (UK) Limited 350,000 4.33% 12
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Authority to purchase own shares
At the year end the shareholders’ authority to the directors to
purchase up to 807,360 of its own shares was in place. No shares
where purchased in the year.
Annual General Meeting
The Notice of this year’s Annual General Meeting appears on page
52 and will be held at 11.30 a.m. on Thursday 6 January 2005 at the
Crown Hotel, Wetheral, Carlisle.
The notice of Annual General Meeting includes the following items
of Special Business:
(i) Resolution 7: Disapplication of pre-emption rights
The resolution renews the existing authority to the Directors
under Section 95 of the Companies Act 1985 to allot shares
by way of rights to shareholders and to allot shares for cash
up to a nominal value of £100,920 (representing 5 per cent
of the issued share capital) without first offering such shares
pro rata to existing shareholders, as would otherwise by
required under Section 89 of that Act. This will allow the
Directors some flexibility when considering how best to
finance new business opportunities. In accordance with the
requirements of the London Stock Exchange this resolution
will come up for renewal at the next Annual General
Meeting.
(ii) Resolution 8: Purchase its own shares
This resolution renews the existing authority to the directors
to buy, by way of market purchases, up to 807,360 of its own
shares (representing 10 per cent of the issued share capital).
The proposal should not be taken as an indication that the
Company will purchase its own shares. This authority will
only be exercised by the Directors if they are satisfied that it
would result in an increase in earnings per share and would
be in the best interest of shareholders generally.
Statement of Directors’ responsibilities
The directors are required by UK company law to prepare financial
statements for each financial year that give a true and fair view of
the state of affairs of the Company and the Group as at the end of
the financial year and of the profit or loss of the Group for that
period.
The directors confirm that suitable accounting policies have been
used and applied consistently and that reasonable and prudent
judgements and estimates have been made in the preparation of
the financial statements for the year ended 28 August 2004. 
The directors also confirm that applicable accounting standards
have been followed and that the financial statements have been
prepared on the going concern basis.
The directors are responsible for keeping proper accounting
records that disclose with reasonable accuracy at any time the
financial position of the Company and the Group and enable them
to ensure that the financial statements comply with the Companies
Act 1985. In addition, they are responsible for taking reasonable
steps to safeguard the assets of the Company and the Group and to
prevent and detect fraud and other irregularities.
Auditors
The auditors, PricewaterhouseCoopers LLP, have indicated their
willingness to continue in office and a resolution that they be
reappointed will be proposed at the Annual General Meeting.
By Order of the Board
Ronald C Wood
Secretary
Stanwix
Carlisle CA3 9BA
8 November 2004
Directors’ Report
continued 13
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
The Company remains committed to high standards of corporate
governance. All listed companies are obliged to report on how they
apply the Principles of Good Governance set out in the Combined
Code issued in June 1998 and whether they complied with the
Code’s Provisions throughout the accounting period. The Board
complied throughout the year with the provisions set out in the
Combined Code issued in June 1998 apart from those relating to
the following:
• a senior independent non-executive director was appointed
after the year end on 1 September 2004;
• one of the two non-executive directors is not independent,
however a third non-executive director was appointed on 
1 September 2004;
• bonuses and benefits in kind paid to executive directors 
are pensionable;
• the directors’ contract periods are two years;
• there are no specific provisions for compensation on 
early termination;
• the Remuneration Committee comprised both non-executive
directors, albeit one director is not independent, however a third
non-executive director was appointed on 1 September 2004; and
• the Audit Committee comprised the two non-executive
directors instead of at least three non-executive directors, a
majority of whom should be independent, however a third 
non-executive director was appointed on 1 September 2004.
These matters are discussed further in the relevant paragraphs
below and in the Remuneration Report.
Board structure and committees
The Board at 28 August 2004 comprised two executive directors
(including the Group Chief Executive) and two non-executive
directors (including the Chairman), who bring a range of skills and
experience to the Board. Biographical details of all current directors
are set out on page 10. The Audit Committee and Remuneration
Committee both have written terms of reference.
Directors
The directors supervise the management of the business and the
affairs of the company and see their prime responsibility as being 
to determine the broad strategy of the company and to ensure its
implementation with a view to enhancing the prosperity of the
company and its shareholders over time. 
The roles of the Chairman and the Group Chief Executive are
separated and clearly defined. The Chairman’s overall responsibility
is to ensure that the Board carries out its responsibilities. The
Group Chief Executive’s responsibilities are to direct and promote
the operation and development of the Group. 
One of the non-executive directors is not considered independent
as he is deemed to represent a significant shareholder. The Board
have considered the appointment of a third non-executive director,
and on 1 September 2004, Lord Inglewood was appointed a director
of the Company. Lord Inglewood will be the senior independent
non-executive director. The Board has not set an objective on the
reduction of directors’ service contract periods to one year or less.
The Board does not wish to reduce the service contract period
below the current level of two years as it feels that this is the
minimum appropriate to retain the services of key executives with
significant knowledge of the business in which the Group trades.
Each director is provided with sufficient information to enable him to
discharge his duties and responsibilities as a director.
All directors have access to the advice and services of the Company
Secretary. The Board has also established a formal procedure
whereby directors, wishing to do so in the furtherance of their
duties, may take independent professional advice, if necessary, at
the Company’s expense.
The Articles of Association require one-third of the Board to retire
by rotation at every Annual General Meeting. The Combined Code
requires that directors are required to present themselves for 
re-election at intervals of no more than three years. It is the Board’s
intention to amend the Articles of Association at an appropriate
time to ensure compliance with this provision, but in the interim,
the Board intends to operate re-elections of directors in a manner
to ensure compliance with the Combined Code.
The Board meets regularly and has reserved certain items for its
review and approval, including the annual and interim results, the
annual profit and cash flow budget, significant acquisitions and
divestments, and senior management appointments.
Directors’ remuneration
The Board has established a Remuneration Committee, the role of
which is to review the performance of the executive directors and
to set the scale and structure of their remuneration, including
bonus arrangements. The Committee comprised David Newton as
Chairman and the other non-executive director. From 1 September
2004 Lord Inglewood will be appointed to this Committee. The
report on directors’ remuneration is set out on pages 16 to 19.
Accountability and audit
In submitting this Annual Report and the Financial Statements to
the shareholders, the Board has sought to ensure that a balanced
and understandable assessment of the company’s position and
prospects has been presented to shareholders.
Corporate Governance 14
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
The Board has established an Audit Committee comprising the 
non-executive directors, with Robert Heygate as Chairman. 
From 1 September 2004 Lord Inglewood will be appointed to 
this Committee. The Committee is responsible inter alia for
safeguarding the company’s assets. The Committee meets at 
least twice a year and reviews the annual and interim financial
statements and the other documents to be sent to shareholders
before they are submitted for Board approval. The Committee also
has meetings with the auditors at least twice a year. The Group
does not have an internal auditor, which is kept under annual
review, but a member of the head office accounting staff is
available to conduct reviews of internal control and specific areas 
of concern where this is thought necessary.
Internal Control
The directors are responsible for the Group’s system of internal
control and for reviewing its effectiveness. The system is designed
to manage, rather than eliminate, the risk of failure to achieve
business objectives and can only provide reasonable, and not
absolute, assurance against material misstatement or loss, the
maintenance of proper accounting records and the reliability of
financial information.
The Combined Code required directors to introduce procedures
and review the effectiveness of the Group’s system of internal
control, including financial, operational and compliance controls
and risk management. These procedures establish the process by
which the Board will, on an ongoing basis, identify, evaluate and
manage the significant risks faced by the Group and carry out its
annual review of the effectiveness of the internal controls. These
procedures have been in place for the year under review and up 
to the date of approval of the annual report and accounts. The
Board reviewed the internal controls this year and it is intended
that these procedures will be kept under review each year and
adjusted as appropriate.
The Board’s risk management strategy is to follow a prudent risk
policy. Business risks are evaluated at Group level as part of the
annual budgeting process. The executive directors and the senior
management of subsidiary companies have responsibility for
identifying the risks facing each business and then establish
procedures or putting policies in place to mitigate or monitor them.
Treasury risks are evaluated by the Group Finance Director who is
responsible to the Board for evaluating all significant borrowings,
foreign currency and interest rate management facilities.
The Group has comprehensive budgets and detailed monthly
reporting, together with daily cash reporting. The annual budget is
reviewed with senior management and submitted to the Board for
approval. Revised forecasts for the year are prepared if results are
deviating significantly from the budget. 
Relations with shareholders
The Board recognises the importance of good communications with
all shareholders. The Company maintains dialogue with institutional
shareholders and analysts, and general presentations are made
when financial results are announced. All shareholders have access
to the Company’s website at www.carrs-milling.com.
The Annual General Meeting is the principal forum for dialogue
with private investors. All shareholders are given the opportunity to
raise questions at the meeting. The Company aims to send notices
of Annual General Meetings to shareholders at least 20 working
days before the meeting, as required by The Combined Code, and
it is the Company’s practice to indicate the proxy voting results on
all resolutions at the meetings.
Going Concern
Based on normal business planning and control procedures the
directors are confident that the Company has adequate resources
to continue in operational existence for the foreseeable future. For
this reason, the directors adopt the going concern basis in the
preparation of the Group’s financial statements.
By Order of the Board
Ronald C Wood
Secretary
Stanwix
Carlisle CA3 9BA
8 November 2004
Corporate Governance
continued 15
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
We have audited the financial statements which comprise the
consolidated profit and loss account, the statement of group total
recognised gains and losses, the note of group historical cost
profits and losses, the consolidated balance sheet, the company
balance sheet, the consolidated cash flow statement and the
related notes. We have also audited the disclosures required by
Part 3 of Schedule 7A to the Companies Act 1985 contained in the
directors’ remuneration report (“the auditable part”).
Respective responsibilities of directors and auditors
The directors’ responsibilities for preparing the annual report and
the financial statements in accordance with applicable United
Kingdom law and accounting standards are set out in the
statement of directors’ responsibilities. The directors are also
responsible for preparing the directors’ remuneration report.
Our responsibility is to audit the financial statements and the
auditable part of the directors’ remuneration report in accordance
with relevant legal and regulatory requirements and United
Kingdom Auditing Standards issued by the Auditing Practices
Board. This report, including the opinion, has been prepared for
and only for the company’s members as a body in accordance with
Section 235 of the Companies Act 1985 and for no other purpose.
We do not, in giving this opinion, accept or assume responsibility
for any other purpose or to any other person to whom this report
is shown or into whose hands it may come save where expressly
agreed by our prior consent in writing. 
We report to you our opinion as to whether the financial
statements give a true and fair view and whether the financial
statements and the auditable part of the directors’ remuneration
report have been properly prepared in accordance with the
Companies Act 1985. We also report to you if, in our opinion, the
directors’ report is not consistent with the financial statements, if
the company has not kept proper accounting records, if we have
not received all the information and explanations we require for
our audit, or if information specified by law regarding directors’
remuneration and transactions is not disclosed.
We read the other information contained in the annual report and
consider the implications for our report if we become aware of any
apparent misstatements or material inconsistencies with the
financial statements. The other information comprises only the
chairman’s statement, the chief executive’s review, the directors’
report, the corporate governance statement and the unaudited
part of the directors’ remuneration report. 
We review whether the corporate governance statement reflects
the company’s compliance with the seven provisions of the
Combined Code issued in June 1998 specified for our review by
the Listing Rules of the Financial Services Authority, and we report
if it does not. We are not required to consider whether the board’s
statements on internal control cover all risks and controls, or to
form an opinion on the effectiveness of the company’s or group’s
corporate governance procedures or its risk and control
procedures. 
Basis of audit opinion
We conducted our audit in accordance with auditing standards
issued by the Auditing Practices Board. An audit includes
examination, on a test basis, of evidence relevant to the amounts
and disclosures in the financial statements and the auditable part
of the directors’ remuneration report. It also includes an
assessment of the significant estimates and judgements made by
the directors in the preparation of the financial statements, and of
whether the accounting policies are appropriate to the company’s
circumstances, consistently applied and adequately disclosed.
We planned and performed our audit so as to obtain all the
information and explanations which we considered necessary in
order to provide us with sufficient evidence to give reasonable
assurance that the financial statements and the auditable part of the
directors’ remuneration report are free from material misstatement,
whether caused by fraud or other irregularity or error. In forming
our opinion we also evaluated the overall adequacy of the
presentation of information in the financial statements.
Opinion
In our opinion:
• the financial statements give a true and fair view of the state of
affairs of the company and the group at 28 August 2004 and of
the profit and cash flows of the group for the year ended;
• the financial statements have been properly prepared in
accordance with the Companies Act 1985; and
• those parts of the directors’ remuneration report required by
Part 3 of Schedule 7A to the Companies Act 1985 have been
properly prepared in accordance with the Companies Act 1985.
PricewaterhouseCoopers LLP
Chartered Accountants and Registered Auditors
Newcastle upon Tyne
8 November 2004
Notes
(a) The maintenance and integrity of the Carr’s Milling
Industries PLC website is the responsibility of the directors:
the work carried out by the auditors does not involve
consideration of these matters and, accordingly, the auditors
accept no responsibility for any changes that may have
occurred to the financial statements since they were initially
presented on the website.
(b) Legislation in the United Kingdom governing the
preparation and dissemination of financial statements may
differ from legislation in other jurisdictions.
Independent Auditors’ Report 
to the Members of Carr’s Milling Industries PLC 16
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
C N C Holmes R C Wood
Age at 28 August 2004 52 56
£’000 £’000
Directors’ contributions during the year — 10
Increase in accrued pension entitlement for the year
excluding inflation — 7
including inflation 2 9
Total accrued pension entitlement 
At 28 August 2004 63 93
At 30 August 2003 61 84
Transfer value of pension
At 28 August 2004 858 1,504
At 30 August 2003 719 1,251
Increase in transfer value less contributions made by directors 139 243
Remuneration Committee
All matters relating to executive remuneration are determined by 
the Remuneration Committee, a sub-committee of the Board of
Directors. The Remuneration Committee, comprises the Chairman
and A R Heygate, the other non-executive director of the Company.
As appropriate, the Committee may invite the Chief Executive Officer
to participate in some of its discussions. The Committee is
responsible for determining the terms and conditions of employment
of executive directors. It is also responsible for considering
management recommendations for remuneration and employment
terms of the Company’s senior staff, including incentive
arrangements for bonus payments and grant of share options.
The Remuneration Committee’s decisions are made on the basis of
rewarding individuals for the nature of jobs they undertake and
their performance therein. Proper regard is given to the need to
attract and retain high quality, well-motivated staff at all levels and
to the remuneration being paid by similar companies.
Details of Remuneration
The remuneration of directors is set out in detail on page 18. The
Company’s Remuneration Committee decides the remuneration
policy that applies to executive directors and the Group’s other
senior management.
Each of the executive directors has a two-year rolling contract. 
The most recently executed contracts for the executive directors 
were dated 10 June 2002. In the event of termination the executive
directors would be entitled to loss of salary, benefits and
pensionable service for the notice periods. The contracts of 
non-executive directors of the Company are fixed for two years 
and the most recent executed contracts for D A Newton and 
A R Heygate were 1 September 2003. Lord Inglewood has a two
year fixed contract which expires on 31 August 2006.
The Company’s policy is that a proportion of the remuneration 
of the executive directors should be performance related. As
described below, executive directors may earn annual incentive
payments together with the benefits of participation in Share
Option Schemes.
Constituent Elements of Remuneration Package
In applying the above principles to the determination of executive
director remuneration, the Remuneration Committee gives
consideration to several components which together comprise the
total remuneration package; these consist of the following:
• Basic Salary is determined by the Committee at the
beginning of each year. In deciding appropriate levels, the
Committee considers the position in the Group, personal and
Company performance and relies on information on a
comparable group of companies. Basic salaries were last
reviewed in August 2004, with increases taking effect from 
1 September 2004. The next review will take place in August
2005. Executive directors’ contracts of service, which include
details of remuneration, will be available for inspection at the
Annual General Meeting.
• Annual Bonus is paid up to a maximum of 40% of Basic Salary
on achievement of profit targets, and is pensionable.
• Benefits in Kind comprise private healthcare, which is
pensionable and critical illness/death in service cover. 
• Pension Contribution. The Company’s defined benefit
pension scheme aims at producing a pension of two-thirds final
pensionable salary at normal retirement age of 60. Due to the
Inland Revenue cap this provision cannot be met in full from
the scheme and supplementary arrangements are in place and
are commented on later. The two executive directors are
members of the pension scheme and can opt, after age 50, to
retire early without actuarial reduction to their pension. Non-
executive directors do not participate in the scheme. Pension
entitlement is calculated on the salary element of remuneration
plus the average of the last three years’ bonuses and taxable
benefits in kind. The executive directors’ pension information is
as follows:
Directors’ Remuneration Report 17
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
The pension entitlement shown is that which would be paid
annually on retirement based on service to the end of the year.
Members of the scheme have the option to pay additional
voluntary contributions, neither the contributions nor the
resulting benefits are included in the table on page 16.
The normal retirement age is 60 with a two-thirds surviving
spouse’s pension. On death in service a lump sum equal to four
times pensionable salary is payable together with a surviving
spouse’s pension of two-thirds of the director’s prospective
pension. For death after retirement a spouse’s pension of 
two-thirds of the member’s pension is payable plus the balance
of a five year guarantee if applicable.
Pensions in payment are guaranteed to be increased annually
by 5% or the increase in the Index of Retail Prices (RPI) if less.
For the element of gross salary in excess of the Inland Revenue
limits the Group has established for C N C Holmes a funded
unapproved retirement benefit scheme (FURBS). 
This arrangement attempts to provide for a pension of 
two-thirds of his final pensionable salary at age 60, inclusive 
of benefits from his previous employment, and a surviving
spouse’s pension of two-thirds of his pension. Pensions in
payment are to be increased annually by the increase in RPI. 
As a result of the recently announced changes to the funding of
pensions, to be effective from April 2006, the Company ceased
contributing to the FURBS from January 2004. The funding cost
of this arrangement in 2004 was £49,000 (2003: £120,000).
Any transfer value calculations would not make allowance for
discretionary benefits including pension increases and early
retirement.
• Share Options. The Group believes there is benefit to be
gained from aligning executive directors’ interests (and other
employee interests) with those of shareholders by means of
share options. The award of options is wholly at the discretion
of the Remuneration Committee.
Performance Graph
The following graph illustrates the
Company’s total shareholder return
performance since 31 August 1999
relative to the FTSE All-share Index.
The Company considers that the
FTSE All-share index to be the most
appropriate comparator group as it is
a broad equity index and reflects the
Company’s broad range of activities.
2000 2001 2002 2003 2004
Carr’s Milling Industries
FTSE All-Share Price Index
Source: Datastream
350
300
250
200
150
100
50 18
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Directors’ Remuneration Report
continued 
Share options granted to directors
The Company operates an Inland Revenue approved and an
unapproved share option scheme to reward employees’ performance
and to incentivise at senior levels. Exercise is subject to performance
conditions. For all options granted the exercise criterion has been
that earnings per share should achieve growth which exceeds the
percentage growth in the Retail Price Index by 2% or more. The rules
of the schemes conform to institutional investor guidelines.
The performance criterion, which applies to the executive directors
to whom options have been granted under the Schemes, was
chosen as it requires significant improvement in financial
performance. No options have been granted at a discount to the
market price at the date of their grant.
Directors’ Remuneration
Fees & Year to Year to 2004 2003
Basic August August Pension Pension
Salary Bonus Benefits 2004 2003 Contributions Contributions
£’000 £’000 £’000 £’000 £’000 £’000 £’000
Executive directors
C N C Holmes 151 59 1 211 202 118 178
R C Wood 127 50 1 178 169 44 34
Non-executive directors
D A Newton 33 — — 33 30 — —
A R Heygate 17 — — 17 15 — —
328 109 2 439 416 162 212
Non-Executive Remuneration
The remuneration of the non-executive directors is agreed by the Group Board taking into account a number of factors pertinent to their
position and role as non-executive directors.
Information subject to audit 19
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Options to acquire shares in the Company, granted to directors under the Scheme but not exercised, 
as at 28 August 2004 are:
Market
At 30 Granted Lapsed Exercised At 28 price Earliest date
August during during during August Exercise on date Date of from which Expiry
2003 year year year 2004 price exercised Grant exercisable date
C N C Holmes 19,690 — — — 19,690 212.0p — 25 Nov 1994 Nov 1997 Nov 2004
40,000 — — — 40,000 161.0p — 1 May 2002 May 2005 April 2009
18,500 — — — 18,500 161.0p — 1 May 2002 May 2005 April 2009
78,190 — — — 78,190
R C Wood 19,690 — — — 19,690 212.0p — 25 Nov 1994 Nov 1997 Nov 2004
50,000 — — — 50,000 161.0p — 1 May 2002 May 2005 April 2009
18,500 — — — 18,500 161.0p — 1 May 2002 May 2005 April 2009
88,190 — — — 88,190
The middle market closing price of the shares at 28 August 2004 was 332.5p (30 August 2003: 312.5p) and the range throughout 
the year was 295p to 342.5p.
On behalf of the Board
D A Newton
Chairman of the Remuneration Committee
8 November 2004 20
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Consolidated Profit and Loss Account
for the year ended 28 August 2004
2004 2003
Notes £’000 £’000
2 Turnover 155,749 148,688
3 Cost of sales (132,464) (125,639)
3 Gross profit 23,285 23,049
3 Net operating expenses (18,249) (19,038)
3,4 Group operating profit 5,036 4,011
Share of operating profit in associate 739 718
Total operating profit 5,775 4,729
7 Interest receivable 116 162
8 Interest payable (764) (825)
2 Profit on ordinary activities before taxation 5,127 4,066
9 Taxation (1,633) (1,277)
Profit on ordinary activities after taxation 3,494 2,789
Minority interests - equity (275) (329)
Profit for the financial year 3,219 2,460
10 Dividends (1,090) (930)
23,24 Retained profit for the financial year 2,129 1,530
Earnings per ordinary share
11 Basic 39.9p 30.5p
11 Diluted 39.8p 30.5p
11 Adjusted 39.9p 34.7p
All of the above are derived from continuing operations. 21
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
2004 2003
Notes £’000 £’000
Profit for the financial year 3,219 2,460
24 Currency translation differences on foreign currency net investments (330) (16)
Total recognised gains and losses relating to the year 2,889 2,444
2004 2003
£’000 £’000
Reported profit on ordinary activities before taxation 5,127 4,066
Realisation of property revaluation gains of previous years 31 187
Difference between historical cost depreciation charge
and the actual depreciation charge of the year calculated
on the revalued amount 48 34
Historical cost profit on ordinary activities before taxation 5,206 4,287
Historical cost profit for the year retained after taxation,
minority interests and dividends 2,208 1,751
Statement of Group Total Recognised Gains and Losses 
for the year ended 28 August 2004
Note of Group Historical Cost Profits and Losses
for the year ended 28 August 2004 22
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Consolidated Balance Sheet
at 28 August 2004
2004 2003
Notes £’000 £’000 £’000 £’000
Fixed assets
12 Intangible assets 184 63
13 Tangible assets 20,474 19,723
Investments
14 Share of net assets in associate 1,992 1,461
14 Loan to associate 1,225 1,225
14 Other investments 253 153
3,470 2,839
24,128 22,625
Current assets
15 Stocks 10,387 9,123
16 Debtors 19,943 18,694
Cash at bank and in hand 1,091 1,472
31,421 29,289
17 Creditors
Amounts falling due within one year (25,265) (22,845)
Net current assets 6,156 6,444
Total assets less current liabilities 30,284 29,069
18 Creditors
Amounts falling due after more than one year (3,779) (4,265)
20 Provisions for liabilities and charges (951) (1,266)
21 Deferred income (244) (303)
(4,974) (5,834)
Net assets 25,310 23,235
Capital and reserves
22 Called-up share capital 2,018 2,018
23 Share premium account 4,752 4,752
23 Revaluation reserve 1,663 1,742
23 Profit and loss account 15,605 13,727
24 Equity shareholders’ funds 24,038 22,239
23 Minority interests - equity 1,272 996
25,310 23,235 23
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
2004 2003
Notes £’000 £’000 £’000 £’000
Fixed assets
14 Investments 9,042 8,696
Current assets
16 Debtors 11,780 9,653
Cash at bank — 1,705
11,780 11,358
17 Creditors
Amounts falling due within one year (4,199) (3,274)
Net current assets 7,581 8,084
Total assets less current liabilities 16,623 16,780
18 Creditors
Amounts falling due after more than one year (1,400) (2,000)
Net assets 15,223 14,780
Capital and reserves
22 Called-up share capital 2,018 2,018
23 Share premium account 4,752 4,752
23 Profit and loss account 8,453 8,010
Equity shareholders’ funds 15,223 14,780
The financial statements set out on pages 20 to 50 were approved by the Board on 8 November 2004 and signed on its
behalf by:
Christopher N C Holmes
Ronald C Wood
Company Balance Sheet
at 28 August 2004 24
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Consolidated Cash Flow Statement
for the year ended 28 August 2004
2004 2003
Notes £’000 £’000
25 Net cash inflow from operating activities 6,256 5,504
Returns on investments and servicing of finance
Interest received 120 153
Interest paid (563) (638)
Interest paid on finance leases (88) (101)
Net cash outflow from returns on investments and servicing of finance (531) (586)
Taxation paid (1,330) (1,303)
Capital expenditure and financial investment
Purchase of tangible fixed assets (2,997) (2,829)
Purchase of intangible fixed assets (160) —
Sale of tangible fixed assets 295 679
Purchase of investments (100) (2)
Sale of investment — 2
Grants received — 189
Net cash outflow from capital expenditure and financial investment (2,962) (1,961)
Equity dividends paid (969) (847)
Cash inflow before financing 464 807
28 Financing (1,311) (1,486)
29 Decrease in net cash (847) (679) 25
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Statement of Accounting Policies
for the year ended 28 August 2004
The financial statements have been prepared in accordance with
the Companies Act 1985 and applicable Accounting Standards in
the United Kingdom. A summary of the more important Group
accounting policies, which have been applied consistently, is set
out below.
Accounting convention
The financial statements have been prepared under the historical
cost convention modified for the revaluation of certain land and
buildings. The financial statements are prepared in accordance
with applicable accounting standards all of which have been
applied consistently throughout the year and the preceding year.
Basis of consolidation
The consolidated profit and loss account and balance sheet
include the accounts of the Company and all its subsidiary
companies prepared to the Saturday nearest to 31 August. The
results of subsidiary companies acquired and sold are included
from and up to the respective dates of acquisition or sale. 
On acquisition of a subsidiary, all of the subsidiary’s assets and
liabilities that exist at the date of acquisition are recorded at their
fair values reflecting their condition at that date. All changes to
those assets and liabilities, and the resulting gains and losses, that
arise after the Group has gained control of the subsidiary are
charged to the post-acquisition profit and loss account.
Associated undertakings
Associated undertakings are those in which the Group has a
participating interest and over which it exerts significant influence.
The Group’s share of the results of associated undertakings is
included in the consolidated profit and loss account and its interest
in their net assets is included in investments in the consolidated
balance sheet under the equity method of accounting.
Turnover
Turnover represents the value of goods despatched or services
rendered to customers, excluding value added tax and inter-group
transactions. In respect of long-term contracts turnover is
calculated on the basis of the stage of completion and the total
sales value of each contract.
Revaluation of properties
Prior to 1999, some freehold and leasehold properties were
revalued. On adoption of FRS 15 in 1999, the Group followed the
transitional rules to retain the book value of land and buildings.
Transfers are made to retained profits each year in order to
amortise surpluses over the remaining useful lives of the
properties. On disposal the profit or loss is calculated by reference
to the net book value and any unamortised revaluation surplus is
transferred from revaluation reserves to retained profits.
Stocks
Stocks are stated at the lower of cost and net realisable value. 
Cost includes production overheads where appropriate.
Long-term contracts
Turnover on long-term contracts is recognised according to the
stage reached in the contract by reference to the value of work
done. A reliable estimate of the profit attributable to work
completed is recognised once the outcome of a contract can be
assessed with reasonable certainty. The amount by which the
turnover exceeds payments on account is shown under debtors 
as amounts recoverable on contracts. The costs incurred on 
long-term contracts not yet taken to the profit and loss account
less related foreseeable losses and payments on account are
shown as work in progress.
Investments
Investments are stated at cost less any amounts written off in
respect of impairment.
Financial instruments and derivatives
The Group’s accounting policy for derivatives is to defer the
recognition in the Group profit and loss account of gains and
losses on hedges of revenues, operating payments and capital
expenditure until such time as the underlying transactions 
are recognised.
Forward foreign exchange contracts entered into as hedges of
future purchases and sales denominated in foreign currencies are
recorded at cost. Gains and losses are deferred and matched to
the underlying transaction when it matures.
Interest rate collar agreements taken out are recorded at cost in
the balance sheet and amortised over the period of the
agreements. Amounts payable or receivable in respect of interest
rate collar agreements are recognised in the net interest payable
charge on an accruals basis.
Deferred taxation
Deferred tax is provided in full on timing differences that result in
an obligation at the balance sheet date to pay more tax, or a right
to pay less tax, at a future date, at rates expected to apply when
they crystallise based on current tax rates and law. Deferred tax is
not provided on timing differences arising from revaluation of
fixed assets where there is no commitment to sell the asset.
Deferred tax assets are recognised to the extent that it is regarded
as more likely than not that they will be recovered. Deferred tax
assets and liabilities are not discounted. 26
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Goodwill
Goodwill in respect of acquisitions since 31 August 1998 has been
capitalised on the balance sheet and is being amortised over
periods not exceeding 20 years in line with the directors’ view of
their useful economic lives.
Goodwill in respect of acquisitions prior to 30 August 1998
remains eliminated against reserves. This goodwill had been
eliminated as a matter of accounting policy and will be charged or
credited in the profit and loss account on any subsequent disposal.
Other intangible assets
Other intangible assets are capitalised on the balance sheet and
amortised over periods not exceeding 20 years in line with the
directors’ view of their useful economic lives.
Depreciation
Depreciation is calculated to write off the cost or valuation of
tangible fixed assets, other than freehold land and assets in the
course of construction which are not depreciated, in equal annual
instalments over their estimated useful lives at the following rates:
Freehold and 
long leasehold properties 2%
Short leasehold property 10%
Plant and equipment 5% – 25%
Grants
Grants received on capital expenditure are recorded as deferred
income and taken to the profit and loss account in equal annual
instalments over the expected useful lives of the assets concerned.
Revenue grants and contributions are credited to the profit and
loss account in the year to which they apply.
Leased assets
Where assets are financed by leasing agreements that give rights
approximating to ownership (“finance leases”), the assets are
treated as if they had been purchased outright. The amounts
capitalised are the present values of the minimum lease payments.
The corresponding commitments are shown as obligations under
finance leases.
Depreciation on the relevant assets is charged to the profit and
loss account in equal annual instalments over the shorter of the
lease terms and the estimated useful lives of the assets.
Lease payments are treated as consisting of capital and interest
elements and the interest is charged using the actuarial method.
All other leases are “operating leases” and the annual rentals are
charged to the profit and loss account as incurred.
Pension costs
The cost of providing retirement pensions and related benefits is
charged to the profit and loss account over the periods benefiting
from the employees’ services. The difference between the charge
to the profit and loss account and the contributions paid to the
scheme is included as an asset or liability in the balance sheet.
Foreign currencies
Assets and liabilities of subsidiaries recorded in foreign currencies
are translated into sterling at rates of exchange ruling at the end of
the financial year and the results of foreign subsidiaries are
translated at the average rate of exchange for the year. Differences
on exchange arising from the retranslation of the opening net
investment in subsidiary companies, and from the translation of
the results of those companies at average rate, are taken to
reserves and are reported in the statement of total recognised
gains and losses. All other foreign exchange differences are taken
to the profit and loss account in the year in which they arise.
Statement of Accounting Policies
for the year ended 28 August 2004 - continued  27
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
1 The Company has taken advantage of the exemption, under section 230 of the Companies Act 1985, from presenting its own profit and
loss account. The profit after tax for the year dealt with in the accounts of the Company was £1,533,000 (2003: £1,294,000).
2 Segmental analysis
The analysis by class of business of the turnover, profit before taxation and net assets is set out below:
Turnover Profit before tax Net assets
2004 2003 2004 2003 2004 2003
£’000 £’000 £’000 £’000 £’000 £’000
Business analysis
Agriculture - Group 124,443 120,787 4,991 4,310 5,619 4,846
- Associate — — 739 718 1,992 1,461
124,443 120,787 5,730 5,028 7,611 6,307 
Food 21,990 20,275 268 599 4,879 4,843 
Engineering 9,316 7,626 (14) (683) 4,225 3,191 
Central — — (209) (215) 8,595 8,894 
Net interest payable — — (648) (663) — —
Total 155,749 148,688 5,127 4,066 25,310 23,235 
- Group 155,749 148,688 4,461 3,427 23,318 21,774 
- Associate — — 666 639 1,992 1,461 
Geographical analysis
United Kingdom - Group 147,369 137,864 4,548 3,114 11,961 10,230 
- Associate — — 739 718 1,992 1,461
147,369 137,864 5,287 3,832 13,953 11,691 
Continental Europe 1,228 1,562 (46) (185) (59) 5
North America 7,152 9,262 743 1,297 2,821 2,645 
Central — — (209) (215) 8,595 8,894
155,749 148,688 5,775 4,729 25,310 23,235 
Net interest payable — — (648) (663) — —
Total 155,749 148,688 5,127 4,066 25,310 23,235 
- Group 155,749 148,688 4,461 3,427 23,318 21,774 
- Associate — — 666 639 1,992 1,461 
The geographical analysis of turnover is presented by turnover origin. There is no material difference between turnover by origin and
turnover by destination.
Turnover between segments is not material.
The activities of B&A Travel are not material and are included in the engineering segment.
Notes to the Financial Statements 28
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
3 Turnover, cost of sales and other operating income and expenses
2004 2003
£’000 £’000 £’000 £’000
Turnover 155,749 148,688
Cost of sales (132,464) (125,639)
Gross profit 23,285 23,049
Net operating expenses
Distribution costs (9,446) (9,520)
Administrative expenses - normal (8,803) (9,014)
- exceptional (see note 5) — (504)
(18,249) (19,038)
Operating profit 5,036 4,011
Share of profit in associate 739 718
Total operating profit: Group and share of associate 5,775 4,729
4 Group operating profit 2004 2003
£’000 £’000
Group operating profit is stated after crediting:
Amortisation of grants 59 65
Profit on disposal of tangible fixed assets 108 166
And after charging:
Depreciation of tangible fixed assets held under finance leases 491 495
Depreciation of owned tangible fixed assets 1,876 1,776
Hire of plant and equipment 241 298
Hire of other assets 16 14
Amortisation of intangible fixed assets 38 35
Auditors’ remuneration for audit (company £10,000; 2003: £10,000) 110 94
Auditors’ remuneration for other services 55 35
5 Exceptional items 
2004 2003
Tax Tax
Amount credit Amount credit
£’000 £’000 £’000 £’000
Cost of reorganising Engineering Division —— (243) 92
Cost of reorganising Agricultural Division —— (261) 74
Total exceptional operating expenses — — (504) 166
Profit before tax 5,127 4,066
Exceptional operating expenses — 504
Profit before tax and exceptional costs 5,127 4,570
Operating profit 5,775 4,729
Exceptional operating expenses — 504
Operating profit before exceptional operating costs 5,775 5,233
Notes to the Financial Statements
continued  29
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
6 Staff costs 2004 2003
£’000 £’000
Wages and salaries 12,025 12,194
Social security costs 1,180 1,145
Other pension costs 1,897 1,645
15,102 14,984
2004 2003
The average monthly number of employees during the year was made up as follows: Number Number
Sales, office and management 331 338
Manufacture and distribution 227 248
558 586
Details of directors’ emoluments are given in the Directors’ Remuneration Report.
7 Interest receivable 2004 2003
£’000 £’000
Bank interest 105 118
Other 11 44
116 162
8 Interest payable 2004 2003
£’000 £’000
On bank overdrafts 413 396
On bank loans and other loans 134 171
On finance leases and hire purchase contracts 88 101
Other 56 78
Group interest payable 691 746
Share of associate interest payable 73 79
Total interest payable 764 825
9 Taxation 2004 2003
£’000 £’000
(a) Analysis of charge in the year
Current tax:
UK corporation tax 
current year 1,428 785
prior year (47) 109
Foreign tax 
current year 287 609
prior year (2) (19)
Group current tax 1,666 1,484
Associate 
current year 143 50
prior year — (82)
Total current tax 1,809 1,452
Deferred tax:
Origination and reversal of timing differences 
Group (168) (153)
Associate (8) (22)
Total deferred tax (176) (175)
Tax on profit on ordinary activities 1,633 1,277 30
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
9 Taxation (continued)
(b) Factors affecting tax charge for the year
The tax assessed for the year is higher (2003: higher) than the rate of corporation tax in the UK (30%). The differences are explained below:
2004 2003
£’000 £’000
Profit on ordinary activities before tax 5,127 4,066
Profit on ordinary activities before tax @ 30% 1,538 1,220
Effects of
Expenses not deductible for tax purposes 76 59
Depreciation in excess of capital allowances (1) 20
Movements on short-term timing differences 118 —
Overseas profits taxed at higher rates 12 89
Tax at marginal rates (1) (1)
Tax losses not group relieved 116 57
Adjustments relating to prior years’ tax charge (49) 8
Current year corporation tax charge 1,809 1,452
(c) Factors that may affect future tax charges
There are no factors that are expected to significantly affect the taxation charge in future years.
10 Dividends 2004 2003
Equity £’000 £’000
Ordinary – Interim paid of 4.5p per 25.0p share (2003: 4.0p) 363 324
– Final proposed of 9.0p per 25.0p share (2003: 7.5p) 727 606
1,090 930
11 Earnings per ordinary share
Earnings per share are calculated by reference to a weighted average of 8,073,599 shares (2003: 8,066,072) in issue during the year.
Exceptional costs charged against the operating profit and non-operating exceptional gains and losses do not relate to the profitability 
of the Group on an ongoing basis. Therefore an adjusted earnings per share is presented as follows:
2004 2003
Earnings Earnings
Earnings per share Earnings per share
£’000 pence £’000 pence
Earnings per share - basic 3,219 39.9 2,460 30.5
Exceptional items
Reorganisation costs in Engineering Division —— 243 3.1
Reorganisation costs in Agricultural Division —— 261 3.2
Taxation arising on exceptional items — — (166) (2.1)
Earnings per share - adjusted 3,219 39.9 2,798 34.7
Notes to the Financial Statements
continued  31
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
11 Earnings per ordinary share (continued)
For diluted earnings per share, the weighted average number of ordinary shares in issue is adjusted to assume conversion of all dilutive
potential ordinary shares. The Group has only one category of dilutive potential ordinary shares: those share options granted to
directors where the exercise price is less than the average market price of the Company’s ordinary shares during the year.
2004 2003
Weighted Earnings Weighted Earnings
Earnings average per share Earnings average per share
£’000 number of shares pence £’000 number of shares pence
Earnings per share 3,219 8,073,599 39.9 2,460 8,066,072 30.5
Effective of dilutive securities:
Options — 12,551 — — 13,107 —
Diluted earnings per share 3,219 8,086,150 39.8 2,460 8,079,179 30.5
12 Intangible fixed assets Goodwill Others Total
Group £’000 £’000 £’000
Cost
At 31/08/03 176 — 176
Exchange differences (3) — (3)
Additions — 160 160
At 28/08/04 173 160 333 
Amortisation
At 31/08/03 113 — 113
Exchange differences (2) — (2)
Charge for year 22 16 38
At 28/08/04 133 16 149
Net book value
At 28/08/04 40 144 184
At 30/08/03 63 — 63
Goodwill of £73,000 arose on the acquisition of the trade and certain assets of George Shackleton & Sons Limited and is being
amortised on a straight line basis over five years. The goodwill is fully amortised at 28 August 2004.
Goodwill of £100,000 arose on the acquisition of the trade and certain assets of Angus Fertilizers Limited and is being amortised on a
straight line basis over five years. This is the period over which the directors estimate that the value of the underlying business acquired
is expected to exceed the value of these underlying assets.
Other intangible assets represent know-how purchased in the year and is being amortised on a straight line basis over five years, being
the directors’ estimate of the useful economic life. 32
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Notes to the Financial Statements
continued 
13 Tangible fixed assets
Assets in 
Land and Plant and course of
Group buildings equipment construction Total
£’000 £’000 £’000 £’000
Cost or valuation
At 31/08/03 11,090 23,361 1,397 35,848
Exchange differences (90) (321) (82) (493)
Additions 1,038 2,080 503 3,621
Disposals (108) (683) — (791)
Reclassifications 715 536 (1,251) —
At 28/08/04 12,645 24,973 567 38,185
Depreciation
At 31/08/03 1,856 14,269 — 16,125
Exchange differences (24) (167) — (191)
Charge for the year 378 1,989 — 2,367
Disposals (10) (580) — (590)
Reclassifications (1) 1 — —
At 28/08/04 2,199 15,512 — 17,711
Net book value
At 28/08/04 10,446 9,461 567 20,474
At 30/08/03 9,234 9,092 1,397 19,723
Cost or valuation at 
28/08/04 is represented by
Valuation in 1995 3,060 — — 3,060
Valuation in 1998 498 — — 498
Cost 9,087 24,973 567 34,627
12,645 24,973 567 38,185
The flour mill at Silloth-on-Solway was revalued on the basis of depreciated replacement cost at open market value for existing use at 
31 August 1995 by G. F . Singleton and Company, Chartered Surveyors. Following the decomissioning of the animal feed mill in August
1998 the portion of the building that remains in use was revalued on the basis of depreciated replacement cost by G. F . Singleton and
Company, Chartered Surveyors, at 29 August 1998. Other land and buildings, with the exception of properties constructed or land
acquired in 1995 and subsequent years, were valued at open market value for existing use at 31 August 1995 by Carigiet Cowen,
Chartered Surveyors. If land and buildings had not been revalued they would have been included at the following amounts:
2004 2003
£’000 £’000
Cost 11,567 10,012
Aggregate depreciation based on cost (2,784) (2,520)
Net book amount based on historical cost 8,783 7,492
The net book value of land and buildings comprises:
Freehold 8,876 8,173
Long leasehold 1,570 1,061
10,446 9,234
The net book value of plant and equipment includes £1,765,827 (2003: £1,698,786) in respect of assets held under finance leases. 
The Company has no tangible fixed assets. 33
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
14 Investments
Loans to Other Other
Associate associate investments loans Total
Group £’000 £’000 £’000 £’000 £’000
Cost
At 31/08/03 1,461 1,225 171 27 2,884
Additions — — 100 — 100
Disposals ———(27)(27)
Share of retained profit 531 — — — 531
At 28/08/04 1,992 1,225 271 — 3,488
Amounts written off
At 31/08/03 — — 18 27 45
Disposals ———(27)(27)
Provision in the year — — — — —
At 28/08/04 —— 18— 18
Net book value
At 28/08/04 1,992 1,225 253 — 3,470
At 30/08/03 1,461 1,225 153 — 2,839
Loans to Shares in Other
Associate associate subsidiaries investments Total
Company £’000 £’000 £’000 £’000 £’000
Cost
At 31/08/03 245 1,225 12,830 111 14,411
Additions — — — 100 100
Dissolution of dormant companies — — (199) — (199)
At 28/08/04 245 1,225 12,631 211 14,312
Amounts written off
At 31/08/03 — — 5,706 9 5,715
Dissolution of dormant companies — — (465) — (465)
Provision in the year — — 20 — 20
At 28/08/04 — — 5,261 9 5,270
Net book value
At 28/08/04 245 1,225 7,370 202 9,042
At 30/08/03 245 1,225 7,124 102 8,696
Other investments comprise of shares in several private limited companies. 34
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Notes to the Financial Statements
continued 
14 Investments (continued)
Proportion of Shares Held
Ordinary Preference Country of
Name % % Incorporation Activity
Subsidiaries:
Carrs Agriculture Ltd. 100 100 England Manufacture of animal feed blocks
and fertiliser
Carrs Billington Agriculture (Sales) Ltd. 51 — England Agricultural retailers
Animal Feed Supplement Inc. 100 — USA Manufacture of animal feed blocks
Northern Feeds Solutions Limited 28 — England Agricultural retailers
Quinphos (Ireland) Ltd. 51 — Eire Retailers of speciality fertilisers
Carr’s Flour Mills Ltd. 100 100 England Flour milling
George Shackleton & Sons Ltd. 100 — Eire Suppliers of flour and food ingredients
Carrs Engineering Ltd. 100 100 England Engineering
Bowie and Aram Ltd. 100 — Scotland Travel agents
Robertsons (Bakers) Ltd. 100 83 England Property holding
B.R.B. Trust Ltd. 100 100 England Financial services
Carrs Properties Ltd. 100 — England Property holding
Associate:
Carrs Billington Agriculture (Operations) Ltd. 49 — England Manufacture of animal feed
Investments in the subsidiaries listed above are held directly by the holding company with the exception of George Shackleton & Sons
Limited which is held by Carr’s Flour Mills Limited and Northern Feeds Solutions Limited which is held by Carrs Billington Agriculture
(Sales) Limited.
Quinphos (Ireland) Limited ceased to trade in the period. The directors do not consider this material to classify as discontinued
operations.
Dormant subsidiaries are not shown above because disclosure would be excessively lengthy. A full list of subsidiary undertakings will 
be annexed to the company’s next annual return.
15 Stocks 2004 2003
Group £’000 £’000
Raw material and consumables 4,163 3,405
Work in progress 1,013 846
Finished goods and goods for resale 5,211 4,872
10,387 9,123
The Company has no stocks. 35
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
16 Debtors Group Company
2004 2003 2004 2003
£’000 £’000 £’000 £’000
Amounts receivable within one year:
Trade debtors 17,792 16,872 — —
Amounts recoverable on contracts 383 207 — —
Amounts owed by Group undertakings — — 8,905 7,781
Corporation tax recoverable 82 274 391 199
Group taxation relief — — 72 28
Amounts owed by associate (see note 34) 104 57 — —
Other debtors 1,025 750 64 26
Prepayments and accrued income 382 354 48 57
Dividends due from Group undertakings — — 2,152 1,439
19,768 18,514 11,632 9,530
Amounts receivable after more than one year:
Other debtors 5 8 — —
Deferred tax asset 170 172 148 123
19,943 18,694 11,780 9,653
17 Creditors Group Company
2004 2003 2004 2003
£’000 £’000 £’000 £’000
Amounts falling due within one year:
Bank loans and overdrafts (see note 19) 2,969 2,504 1,077 800
Other non-interest bearing loans (see note 19) 490 568 — —
Payments on account 1,003 852 — —
Trade creditors 9,369 9,181 — —
Amounts owed to Group undertakings — — 1,436 1,373
Amounts owed to associate (see note 34) 5,135 4,654 — —
Corporation tax 944 793 — —
Other taxes and social security payable 1,297 937 79 85
Other creditors 766 385 — 1
Finance leases (see note 19) 554 555 — —
Accruals 2,011 1,810 880 409
Dividends payable 727 606 727 606
25,265 22,845 4,199 3,274
18 Creditors Group Company
2004 2003 2004 2003
£’000 £’000 £’000 £’000
Amounts falling due after more than one year:
Bank loans (see note 19) 1,400 2,000 1,400 2,000
Other non-interest bearing loans (see note 19) 765 735 — —
Other creditors (see note 19) 943 805 — —
Finance leases (see note 19) 671 725 — —
3,779 4,265 1,400 2,000
Finance lease obligations are secured on the assets to which they relate.
The other non-interest bearing loan has no fixed date for repayment, the bank loans are repayable by installments and the overdraft is
repayable on demand. 36
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Notes to the Financial Statements
continued 
19 Derivatives and other financial instruments
Set out below are the narrative and numerical disclosures required by Financial Reporting Standard (FRS) 13 “Derivatives and other
financial instruments”.
The Group’s financial instruments, other than derivatives, comprise borrowings, some cash and liquid resources, and various items such
as trade debtors, trade creditors etc., that arise directly from its operations. The main purpose of these financial instruments is to
manage the finance for the Group’s operations.
The Group also enters into derivatives transactions (principally foreign currency contracts and interest rate caps). The purpose of such
transactions is to manage the interest rate and currency risks arising from the Group’s operations and its sources of finance.
It is, and has been throughout the period under review, the Group’s policy that no trading in financial instruments shall be undertaken.
The main risk from the Group’s financial instruments are interest rate risk, liquidity risk and foreign currency risk. The Board reviews and
agrees policies for managing each of these risks and they are summarised below. These policies have remained unchanged throughout
the year.
Short-term debtors and creditors
Short-term debtors and creditors have been excluded from all the following disclosures, other than the currency risk disclosures.
Interest rate risk
The Group finances its operations through a mixture of retained profits and bank borrowings. The Group borrows in the desired
currencies at fixed and floating rates of interest and then uses interest rate collars and swaps to manage the Group’s exposure to interest
rate fluctuations. At the year end £1.225 million (2003: £1.280 million) of the Group’s borrowings were at a fixed rate of interest. 
Liquidity rate risk
As regards liquidity, the Group’s policy throughout the year has been to maintain a mix of short and medium term borrowings. Short
term flexibility is achieved by overdraft facilities. In addition it is the Group’s policy to maintain committed undrawn facilities in order to
provide flexibility in the management of the Group’s liquidity.
Foreign currency risk
The Group’s subsidiary, Animal Feed Supplement Inc., operates in the USA and its revenues and expenses are denominated exclusively
in US dollars. The Group’s sterling balance sheet is not protected from movements in US dollar/sterling exchange rate. The foreign
currency risk in relation to the Group’s other overseas subsidiaries, George Shackleton & Sons Limited and Quinphos (Ireland) Limited,
which operate in Eire, is insignificant. 37
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
19 Derivatives and other financial instruments (continued)
Interest rate risk profile of financial liabilities
The interest rate risk profile of the Group’s financial liabilities at 28 August 2004 was:
2004 2003
Financial Financial
Floating Fixed rate liabilities on Floating Fixed rate liabilities on 
rate financial financial which no rate financial financial which no
Currency Total liabilities liabilities interest is paid Total liabilities liabilities interest is paid
£’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000
Sterling 6,689 4,209 1,225 1,255 7,043 4,460 1,280 1,303
US Dollar 1,103 160 — 943 849 44 — 805
7,792 4,369 1,225 2,198 7,892 4,504 1,280 2,108
All the Group’s creditors falling due within one year (other than bank, other borrowings and finance leases) are excluded from the above
table either due to the exclusion of short-term items or because they do not meet the definition of a financial liability, such as tax balances.
Fixed rate financial liabilities Financial liabilities on
which no interest is paid
Weighted average Weighted average Weighted average
interest rate period for which rate period until maturity
is fixed
2004 2003 2004 2003 2004 2003
Currency
Sterling 6.0% 6.0% 1.51 years 1.59 years 2.14 years 1.99 years
The floating rate financial liability in sterling bears interest at 1% over the Bank of England base rate or 1.25% over LIBOR and in 
US dollar bears interest at 1% over the US prime rate.
Interest rate risk profile of financial assets
2004 2003
Cash at bank and in hand Cash at bank and in hand
Currency £’000 £’000
Sterling 910 1,354
Euro 25 70
US Dollar 156 48
1,091 1,472
Floating rate 1,066 1,402
Non-interest bearing 25 70
1,091 1,472
Other investments of £253,000 (2003: £153,000) and other debtors of £5,000 (2003: £8,000) are all non-interest bearing and 
denominated in sterling. They have no period to maturity.
The above analysis excludes deferred taxation recoverable after more than one year as required by FRS 13. 38
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Notes to the Financial Statements
continued 
19 Derivatives and other financial instruments (continued)
Currency exposures
The table below shows the extent to which Group companies have monetary assets and liabilities in currencies other than their local
currency. Foreign exchange differences on retranslation of these assets and liabilities are taken to the profit and loss account of the 
relevant group company.
Net foreign currency monetary assets/(liabilities)
2004 2003
US US
Sterling Dollar Euro Total Sterling Dollar Euro Total
Functional currency of 
Group operations: £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000
Sterling — (1,409) 330 (1,079) — (444) 366 (78)
Euro (36) — — (36) (201) — — (201)
(36) (1,409) 330 (1,115) (201) (444) 366 (279)
Maturity of financial liabilities
The maturity profile of the carrying amount of the Group’s financial liabilities, other than the short-term creditors such as trade creditors
and accruals, at 28 August 2004 was as follows:
Other Other
Finance financial 2004 Finance financial 2003
Debt leases liabilities Total Debt leases liabilities Total
£’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000
Within one year
or on demand 3,459 554 — 4,013 3,072 555 — 3,627
Between one and
two years 1,565 388 — 1,953 1,535 389 — 1,924
Between two and
five years 600 283 943 1,826 1,200 336 805 2,341
5,624 1,225 943 7,792 5,807 1,280 805 7,892
Borrowing facilities
The Group had various undrawn committed facilities. The facilities available at 28 August 2004, in respect of which all conditions
precedent had been met were as follows:
2004 2003
Floating rate Floating rate
£’000 £’000
Expiring in one year or less 8,888 9,730
The undrawn facilities expiring within one year are annual facilities subject to review at various dates during December 2004/January 2005. 39
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
19 Derivatives and other financial instruments (continued)
Fair values of financial assets and financial liabilities
The following table provides a comparison by category of the carrying amounts and the fair values of the Group’s financial assets and
financial liabilities at 28 August 2004. Fair value is the amount at which a financial instrument could be exchanged in an arm’s length
transaction between informed and willing parties, other than a forced or liquidation sale, and excludes accrued interest. Where
available, market values have been used to determine fair values. Where market values are not available, fair values have been
calculated by discounting expected cash flows at prevailing interest and exchange rates.
2004 2003
Book value Fair value Book value Fair value
£’000 £’000 £’000 £’000
Primary financial instruments held or issued
to finance the Group’s operations:
Short-term financial liabilities and current portion of
long-term borrowings (4,013) (4,013) (3,627) (3,627)
Long-term borrowings excluding current portion (2,836) (2,688) (3,460) (3,419)
Cash at bank and in hand 1,091 1,091 1,472 1,472
Other investments 253 253 153 153
Other debtors due after more than one year 5 5 8 8
Derivative financial instruments held to manage
the interest rate and currency profile:
Forward foreign currency contracts —5 ——
The fair value of the forward foreign currency contracts are based on the market price of comparable instruments at the balance sheet
date. The fair value of the short-term borrowings and cash at bank approximates to the carrying amount because of the short maturity 
of these instruments.
Gains and losses on hedges
The Group enters into forward foreign currency contracts to eliminate the currency exposures that arise on purchases denominated 
in foreign currencies immediately those purchases are transacted. Changes in the fair value of instruments used as hedges are not 
recognised in the financial statements until the hedged position matures. An analysis of these unrecognised gains and losses has not 
been provided as the balances were under £50,000. This was also the case for the year ended 30 August 2003.
20 Provisions for liabilities and charges Closure costs Deferred tax Total
Group £’000 £’000 £’000
At 31/08/03 167 1,099 1,266
Exchange adjustments — 22 22
Utilised in the year (199) — (199)
Movement in deferred tax asset shown in debtors (see note 16) — (2) (2)
Charge/(credit) to the profit and loss account 32 (168) (136)
At 28/08/04 — 951 951
The closure costs related to breaking operating leases, redundancy and other related costs on the closure of the fertiliser plants at 
Runcorn and Methil. 40
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Notes to the Financial Statements
continued 
20 Provisions for liabilities and charges (continued)
Deferred taxation
Deferred taxation provided in the accounts is as follows:
Amount provided Amount unprovided
2004 2003 2004 2003
£’000 £’000 £’000 £’000
Tax effect of timing differences (396) (385) — —
Excess of tax allowances over depreciation 1,177 1,368 — —
Losses — (56) (485) (293)
Deferred tax at 28/08/04 781 927 (485) (293)
Deferred tax asset shown in debtors (see note 16) 170 172 — —
Deferred tax liability at 28/08/04 951 1,099 (485) (293)
The potential deferred tax asset has not been provided as there is insufficient evidence that it will be recoverable in the foreseeable future.
21 Deferred income Grants
2004
Group £’000
At 31/08/03 303
Amortisation in the year (59)
At 28/08/04 244
22 Called-up share capital Group and Company
2004 2003
£’000 £’000
Authorised:
10,500,000 ordinary shares of 25p each (2003: 10,500,000) 2,625 2,625
Allotted and fully paid:
8,073,599 ordinary shares of 25p each (2003: 8,073,599) 2,018 2,018
Option schemes
Outstanding share options
2004 2003 Price Range Dates of Grant
Executive scheme 39,380 39,380 81.5p - 212p 1992 - 1994
Executive scheme 1996 90,000 90,000 161p 2002
Company plan 1996 9,600 9,600 310.5p 1996 - 1997
Company plan 1996 148,000 148,000 161p 2002
During the year nil (2003: 20,000) shares were issued under share option schemes.
Options granted on the Executive scheme and the Company plan 1996 are normally exercisable 3-10 years from the date of grant. 
Options granted in the Executive scheme 1996 are normally exercisable 3-7 years from the date of grant. 41
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
23 Reserves
Share
Premium Revaluation Profit and Minority
Account Reserve loss account interests
Group £’000 £’000 £’000 £’000
At 31/08/03 4,752 1,742 13,727 996
Exchange adjustments — — (330) —
Issue of minority interest share capital
in subsidiary — — — 1
Transfer from revaluation reserve
to profit and loss account — (79) 79 —
Retained profit for the year — — 2,129 —
Minority share of profit — — — 275
At 28/08/04 4,752 1,663 15,605 1,272
Company
At 31/08/03 4,752 — 8,010 —
Retained profit for the year — — 443 —
At 28/08/04 4,752 — 8,453 —
Cumulative goodwill relating to acquisitions made prior to 30 August 1998, which has been eliminated against group reserves, amounts 
to £5,042,000 (2003: £5,042,000).
24 Reconciliation of movements in equity shareholders’ funds Group Company
2004 2003 2004 2003
£’000 £’000 £’000 £’000
Profit for the financial year 3,219 2,460 1,533 1,294
Dividends (1,090) (930) (1,090) (930)
2,129 1,530 443 364
Exchange differences (330) (16) — —
New shares issued — 16 — 16
Net increase in equity shareholders’ funds 1,799 1,530 443 380
Opening equity shareholders’ funds 22,239 20,709 14,780 14,400
Closing equity shareholders’ funds 24,038 22,239 15,223 14,780
25 Cash flow from operating activities 2004 2003
Continuing operations £’000 £’000
Group operating profit 5,036 4,011
Depreciation charge 2,367 2,271
Profit on disposal of fixed assets (108) (166)
Amortisation of intangible assets 38 35
Grants amortisation (59) (65)
Increase in stocks (1,264) (66)
(Increase)/decrease in debtors (1,447) 119
Increase/(decrease) in creditors 1,860 (802)
(Decrease)/increase in provisions (167) 167
Net cash inflow from continuing operating activities 6,256 5,504 42
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Notes to the Financial Statements
continued 
26 Analysis of net debt
At 31 Other At 28
August non-cash Exchange August
2003 Cash flow changes movements 2004
£’000 £’000 £’000 £’000 £’000
Cash at bank and in hand 1,472 (381) — — 1,091
Bank overdrafts (1,704) (466) — 1 (2,169)
(232) (847) — 1 (1,078)
Loans: amounts falling due 
within one year (1,368) 648 (570) — (1,290)
Loans: amounts falling due
after more than one year (2,735) — 570 — (2,165)
Finance leases: amounts falling due 
within one year (555) 664 (663) — (554)
Finance leases: amounts falling due 
after more than one year (725) — 54 — (671)
(5,615) 465 (609) 1 (5,758)
Other non-cash changes relate to the inception of new finance leases and transfers between categories of borrowings. 
27 Cash outflow relating to exceptional items
In 2004 operating cash flow includes under continuing operations an outflow of £nil (2003: £243,000) which relates to exceptional 
cost of reorganising the Engineering Division and, £199,000 (2003: £26,000) which relates to exceptional cost of reorganising the
Agricultural Division.
28 Net cash outflow from financing
2004 2003
£’000 £’000
Issue of ordinary share capital — 16
Issue of minority interest share capital in subsidiary 1 —
Repayment of loans (648) (800)
Capital element of finance lease payments (664) (702)
(1,311) (1,486) 43
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
29 Reconciliation of net cash flow to movement in net debt
2004 2003
£’000 £’000
Decrease in cash in the year (847) (679)
Cash outflow from decrease in debt and lease financing 1,312 1,502
465 823
New finance leases (609) (478)
Exchange adjustments 1 27
(143) 372
Net debt at 31 August 2003 (5,615) (5,987)
Net debt at 28 August 2004 (5,758) (5,615)
30 Capital commitments 2004 2003
£’000 £’000
Capital expenditure that has been contracted for but has not been
provided for in the accounts 81 7
31 Other financial commitments
At 28 August 2004 the Group had annual commitments under non-cancellable operating leases as follows:
Land and Buildings Other
2004 2003 2004 2003
£’000 £’000 £’000 £’000
Expiring within one year — — 9 5
Expiring between two and five
years inclusive — 21 84 201
Expiring after five years 9 9 — —
9 30 93 206
32 Contingent liabilities
The Company, together with certain subsidiary undertakings, has entered into a guarantee with Clydesdale Bank PLC in respect of the
Group loans and overdraft with that bank, which at 28 August 2004 amounted to £nil (2003: £1,019,000).
The Company, together with certain of its subsidiary undertakings, has entered into a guarantee with Royal Bank of Scotland plc in respect
of the overdraft with that bank, which at 28 August 2004 amounted to £2,008,000 (2003: £1,660,000).
The Company, together with its associate undertaking, has entered into a guarantee with Royal Bank of Scotland plc in respect of its 
share of the overdraft with that bank, which at 28 August 2004 amounted to £582,000 (2003: £1,159,000).
One of the Group’s bankers in the normal course of business, enters into certain specific guarantees with some of a subsidiary’s customers.
All these guarantees allow the bank to have recourse to the Company if a guarantee is enforced. The total outstanding of such guarantees
entered into by the bank as at 28 August 2004 was £204,000 (2003: £254,000). 44
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Notes to the Financial Statements
continued 
33 Pension commitments 
The Group participates in two defined benefit pension schemes, Carr’s Milling Industries Pension Scheme 1993 and Carrs Billington
Agriculture Pension Scheme. The company has accounted for the schemes under SSAP 24 and adopted the transitional rules of FRS 17.
Carr’s Milling Industries
The Company sponsors the Carr’s Milling Industries Pension Scheme 1993 and offers a defined contribution and a defined benefit
section. The assets of this scheme are held separately from those of the Group and are invested with an independent investment
manager.
The pension expense for the defined contribution section of the scheme for the period was £143,000 (2003: £84,000). Contributions
totalling £nil (2003: £1,000) were payable to the fund at the year end and are included in creditors.
The defined benefit section of the scheme is funded to cover future pension liabilities (including expected future earnings and pension
increases). It is subject to an independent valuation on a triennial basis by a qualified actuary who determines the rate of the employer’s
contribution. Pension scheme contributions are charged to the profit and loss account so as to spread the cost of pensions over the
employees’ working lives within the Group. The most recent valuation of the scheme was at 1 January 2003 and adopted the Projected
Unit Method. It was assumed that the investment returns would be 7% per annum and that the salary increases would average 3.25%
per annum. It was also assumed that present and future pensions, in excess of the Guaranteed Minimum Pension (GMPs), would
increase once in payment at the lesser of 5% per annum and price inflation and that GMPs would increase at the rate of 3% per annum.
The actuarial valuation as at 1 January 2003 shows that the market value of assets relating to the defined benefit section of the scheme
was £18,997,000 and the actuarial value of those assets represented 66% of the actuarial value of benefits that had accrued to members,
after allowing for expected future increases in earnings. At 1 January 2003, the scheme showed a deficit of £9,577,000.
A net accrual of £488,000 (2003: £219,000) is included in the Group net assets representing the deficit of the amount funded over the
accumulated pension expense.
The pension contribution made by the Group over the period to the defined benefit section was £1,303,000 (2003: £1,167,000)
allowing for the amortisation of the deficit over 12 years being the average remaining service lives of the employees. The contribution
rates payable by employer and employee were increased in 2003 following the triennial valuation of the scheme and will continue until
reviewed at the next valuation due as at 1 January 2006.
The following disclosures relate to the defined benefit section and exclude insured pension arrangements. The last full actuarial
valuation of this scheme was carried out by a qualified independent actuary as at 1 January 2003 and updated on an approximate basis
to 28 August 2004. 45
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
33 Pension commitments (continued) 
Assumptions
The assets of the scheme have been taken at market value and the liabilities have been calculated using the following principal actuarial
assumptions:
Carr’s Milling Industries
Pension Scheme 1993
2004 2003 2002
Inflation 3.0% 2.5% 2.5%
Salary increases 4.0% 3.5% 3.5%
Rate of discount 6.0% 5.75% 5.75%
Pension in payment increases:
Pre 1 September 2001 3.0% 3.0% 3.0%
Post 1 September 2001 3.0% 2.5% 2.5%
Revaluation rate for deferred pensioners for pensions 
revaluing at 5.0% per annum or RPI if less 3.0% 2.5% 2.5%
Assets and liabilities of the scheme:
2004 2003 2002
£’000 £’000 £’000
Assets 23,051 21,315 19,802
Liabilities (33,991) (32,068) (27,396)
Deficit in the scheme (10,940) (10,753) (7,594)
Related deferred tax asset 3,282 3,226 2,278
Net pension liability (7,658) (7,527) (5,316)
The split of assets is as follows:
2004 2003 2002
Equities 53% 55% 54%
Bonds 40% 38% 40%
Other 7% 7% 6%
Expected long-term rate of return
2004 2003 2002
£’000 £’000 £’000
Equities 7.75% 7.5% 7.5%
Bonds 6.0% 5.75% 5.75%
Other 6.0% 5.75% 5.75%
Analysis of charge that would be made to the 
profit and loss account over the financial year
2004 2003
£’000 £’000
Current service cost 476 514
Interest on pension scheme liabilities 1,841 1,575
Expected return on pension scheme assets (1,451) (1,346)
Total 866 743 46
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
33 Pension commitments (continued) 
Analysis of amounts which would be included within the statement of total recognised gains and losses
Carr’s Milling Industries
Pension Scheme 1993
Amount Amount
2004 2003
£’000 £’000
Difference between expected and actual return on assets 397 (280)
Experience gains and losses arising on the scheme liabilities 308 (306)
Effects of changes in the demographic and financial assumptions 
underlying the present value of the scheme liabilities (81) (2,997)
Total 624 (3,583)
Movement of balance sheet deficit figures during the year
2004 2003
£’000 £’000
Deficit in scheme at beginning of year (10,753) (7,594)
Movement in year:
Current service cost (476) (514)
Contributions 1,303 1,167
Net interest/return on assets (390) (229)
Actuarial loss (624) (3,583)
Deficit in scheme at end of year (10,940) (10,753)
2004 2003 2002
£’000 £’000 £’000
History of experience gains and losses
Difference between expected and actual returns of scheme assets:
Amount £’000 (397) (280) (3,784)
Percentage of scheme assets 1.7% 1.3% 19.1%
Experience gains and losses on scheme liabilities:
Amount £’000 (308) (306) (377)
Percentage of scheme liabilities 0.9% 1.0% 1.4%
Total amount recognised in statement of total recognised gains and losses: 
Amount £’000 (624) (3,583) (5,016)
Percentage of scheme liabilities 1.8% 11.2% 18.3%
Notes to the Financial Statements
continued  47
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
33 Pension commitments (continued) 
Carrs Billington Agriculture
Carrs Billington Agriculture (Sales) Limited, one of the Group’s subsidiary undertakings, is a participating employer of the Carrs Billington
Agriculture Pension Scheme, another funded defined benefit scheme.
The pension contribution made by Carrs Billington Agriculture (Sales) Limited over the period to the Carrs Billington Agriculture Pension
Scheme was £169,000 (2003: £96,000). This corresponds to a rate of employer contribution of 17.3% or 12% up to 31 December 2003 
and 35% or 30% from 1 January 2004. The rate of employer contribution increased to 50% or 46% from 1 September 2004 following the
triennial valuation of the scheme as at 31 December 2003.
The actuarial valuation as at 31 December 2003 shows that the market value of assets relating to the scheme was £14,600,000 and the
actuarial value of those assets represented 81% of the actuarial value of benefits that had accrued to members, after allowing for expected
future increase in earnings. The assumptions used in arriving at the valuations were a real rate of return over salary increases on funds
invested of 2% and rate of increase in present and future pensions of 2.65%. At 31 December 2003, the scheme showed a deficit of
£3,500,000.
Carrs Billington Agriculture (Sales) Limited also offer a Group Personal Pension Plan to its employees and the pension expense for this plan
in the period was £36,000 (2003: £18,000).
The following disclosures relate to the defined benefit section and exclude insured pension arrangements. The last full actuarial valuation
of this scheme was carried out by a qualified independent actuary as at 31 December 2003 and updated on an approximate basis to 
28 August 2004.
It is not possible to identify the underlying share of the pension scheme assets and liabilities that relate to Carr’s Milling Industries PLC.
Approximately 50% of the assets and liabilities of the pension scheme relate to Carr’s Milling Industries PLC and on adoption of FRS 17,
approximately 50% of the assets and liabilities will be included in the Group’s financial statements. 48
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Notes to the Financial Statements
continued 
33 Pension commitments (continued) 
Assumptions
The assets of the scheme have been taken at market value and the liabilities have been calculated using the following principal actuarial
assumptions:
Carrs Billington Agriculture
Pension Scheme 
2004 2003 2002
Inflation 2.84% 2.5% 2.36%
Salary increases 3.84% 3.5% 4.36%
Rate of discount 5.58% 5.42% 5.55%
Pension in payment increases 2.84% 2.5% 2.36%
Revaluation rate for deferred pensioners for pensions 
revaluing at 5.0% per annum or RPI if less 2.84% 2.5% 2.36%
Assets and liabilities of the scheme:
2004 2003 2002
£’000 £’000 £’000
Assets 14,820 14,116 13,582
Liabilities (19,677) (17,576) (15,853)
Deficit in the scheme (4,857) (3,460) (2,271)
Related deferred tax asset 1,457 1,038 681
Net pension liability (3,400) (2,422) (1,590)
The split of assets is as follows:
2004 2003 2002
Equities 73% 74% 69%
Bonds 26% 25% 29%
Cash 1% 1% 2%
Expected long-term rate of return
2004 2003 2002
£’000 £’000 £’000
Equities 7.2% 7.1% 7.0%
Bonds 4.7% 4.4% 4.6%
Cash 4.7% 4.4% 4.6%
Analysis of charge that would be made to the 
profit and loss account over the financial year
2004 2003
£’000 £’000
Current service cost 125 141
Interest on pension scheme liabilities 940 867
Expected return on pension scheme assets (893) (836)
Total 172 172 49
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
33 Pension commitments (continued) 
Analysis of amounts which would be included within the statement of total recognised gains and losses
Carrs Billington Agriculture
Pension Scheme
Amount Amount
2004 2003
£’000 £’000
Difference between expected and actual return on assets 100 136
Experience gains and losses arising on the scheme liabilities (814) —
Effects of changes in the demographic and financial assumptions 
underlying the present value of the scheme liabilities (814) (1,326)
Total (1,528) (1,190)
Movement of balance sheet deficit figures during the year
2004 2003
£’000 £’000
Deficit in scheme at beginning of year (3,460) (2,271)
Movement in year:
Current service cost (125) (141)
Contributions 303 173
Net interest/return on assets (47) (31)
Actuarial loss (1,528) (1,190)
Deficit in scheme at end of year (4,857) (3,460)
2004 2003 2002
£’000 £’000 £’000
History of experience gains and losses
Difference between expected and actual returns of scheme assets: 
Amount £’000 100 136 (2,866)
Percentage of scheme assets 0.7% 1.0% 21.0%
Experience gains and losses on scheme liabilities:
Amount £’000 (814) — —
Percentage of scheme liabilities 4.1% — —
Total amount recognised in statement of total recognised gains and losses:
Amount £’000 (1,528) (1,190) (3,497)
Percentage of scheme liabilities 7.8% 6.8% 22.1% 50
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Notes to the Financial Statements
continued 
33 Pension commitments (continued) 
2004 2003
£’000 £’000
Group net assets
Net assets excluding net pension liability 25,310 23,235
SSAP 24 adjustment 488 219
Net pension liability - Carr’s Milling Industries Pension Scheme (7,658) (7,527)
Net pension liability - 50% Carrs Billington Agriculture Pension Scheme (1,700) (1,211)
Net assets including net pension liability 16,440 14,716
2004 2003
£’000 £’000
Group profit and loss reserve
Net profit and loss reserve excluding net pension liability 15,605 13,727
SSAP 24 adjustment 488 219
Net pension liability - Carr’s Milling Industries Pension Scheme (7,658) (7,527)
Net pension liability - 50% Carrs Billington Agriculture Pension Scheme (1,700) (1,211)
Net profit and loss reserve including net pension liability 6,735 5,208 
34 Related party transactions
The Company has an associate undertaking, Carrs Billington Agriculture (Operations) Limited. The principal activity of 
Carrs Billington Agriculture (Operations) Limited is the manufacture of animal feed.
The Group made sales to Carrs Billington Agriculture (Operations) Limited of £292,000 (2003: £424,000).
The Group made purchases from Carrs Billington Agriculture (Operations) Limited of £41,777,000 (2003: £36,292,000).
At 28 August 2004, debtors included £104,000 (2003: £57,000) due from Carrs Billington Agriculture (Operations) Limited and 
creditors included £5,135,000 (2003: £4,654,000) due to Carrs Billington Agriculture (Operations) Limited.
Included in investments at 28 August 2004 is a loan of £1,225,000 (2003: £1,225,000) due from Carrs Billington Agriculture 
(Operations) Limited.
35 Post balance sheet events
Carrs Engineering Limited (a wholly owned subsidiary of Carr’s Milling Industries PLC) entered into a conditional agreement dated 
16 July 2004 to sell the property known as the Bendalls site for a cash consideration of £2.6 million. In addition the purchaser is 
committed to build a new 55,000 sq ft factory which is expected to cost up to £2.7 million. The conditions of the agreement were 
satisfied on 7 October 2004.
The Company has conditionally agreed to purchase the entire issued share capital of Meneba UK Holdings Limited for a consideration 
of approximately £4.7 million. In addition, the Company has agreed to procure the repayment of approximately £5.4 million of inter
company debt owed by Meneba UK Holdings Limited following completion.
The repayment of the inter company debt and the consideration will be funded from new and existing debt facilities. Clydesdale Bank PLC
has agreed to lend up to £8.0 million to the Company in connection with the acquisition.
The acquisition is conditional, inter alia, on the approval of shareholders which is to be sought at the Extraordinary General Meeting to 
be held on 18 November 2004. A circular to the shareholders was issued on 1 November 2004. If the Resolution is passed at the
Extraordinary General Meeting, completion is expected to occur on the same day. 51
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
2000 2001 2002 2003 2004
Sales and results £’000 £’000 £’000 £’000 £’000
Group Turnover 97,994 113,155 143,378 148,688 155,749
Operating profit
Continuing operations 3,470 2,447 3,755 4,011 5,036
Share of profit of associate — — 434 718 739
Share of (loss)/profit of joint venture (629) 554 —— —
Profit on sale of investment 111 — —— —
Profit on part disposal of subsidiary undertaking — — 307 — —
Other income and expenses 1 — — — —
Profit on ordinary activities 
before interest 2,953 3,001 4,496 4,729 5,775
Interest payable and similar charges (787) (939) (902) (663) (648)
Profit before taxation 2,166 2,062 3,594 4,066 5,127
Taxation (700)(376)(397) (1,277) (1,633)
Profit after taxation 1,466 1,686 3,197 2,789 3,494
Minority interest (68) (11) (277) (329) (275)
Attributable profit 1,398 1,675 2,920 2,460 3,219
Dividends (720) (640) (768) (930) (1,090)
Retained profit 678 1,035 2,152 1,530 2,129
Net assets employed
Fixed assets 19,018 19,076 21,474 22,625 24,128
Net current assets 2,863 3,323 5,673 6,444 6,156
21,881 22,399 27,147 29,069 30,284
Non-current liabilities (2,157) (1,343) (4,470) (4,265) (3,779)
Provisions for liabilities and charges
including deferred tax and pensions (1,534) (1,876) (1,129) (1,266) (951)
Deferred income (290) (234) (179) (303) (244)
17,900 18,946 21,369 23,235 25,310
Ratios
Operating margin (continuing operations) 3.5% 2.2% 2.6% 2.7% 3.2%
Return on assets employed (excluding
profit/(loss) on disposal of fixed assets) 11.5% 10.9% 15.3% 18.0% 21.2%
Earnings per share – basic 17.5p 20.9p 36.3p 30.5p 39.9p
– adjusted 20.2p 23.9p 33.3p 34.7p 39.9p
Dividends per ordinary share 9.0p 8.0p 9.5p 11.5p 13.5p
Five Year Statement 52
Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Notice of Annual General Meeting
Notice is hereby given that the Ninety Sixth Annual General Meeting of Carr’s Milling Industries PLC will be held at the Crown Hotel, Wetheral, 
Carlisle on Thursday 6 January, 2005 at 11.30 a.m. for the transaction of the following business.
Ordinary Business
1. To receive and adopt the Report of the Directors and Financial Statements for the year ended 28 August 2004.
2. To approve the Remuneration Report.
3. To declare a final dividend of 9.0p per share on the Ordinary Share Capital.
4. To re-elect as a Director Lord Inglewood. 
5. To re-elect as a Director R C Wood who retires by rotation.
6. To re-appoint PricewaterhouseCoopers LLP as Auditors and to authorise the Directors to fix their remuneration.
Special Business
7. Disapplication of pre-emption rights
To resolve as a special resolution that the directors of the Company be and are hereby empowered pursuant to section 95 of the Companies Act 1985 
to allot equity securities (as defined in sub-section (2) of section 94 of the Companies Act 1985) pursuant to the authority conferred on them for the
purposes of section 80 of the Act by the special resolution of the Company passed on 6 January 2003 as if section 89(1) of the said Act did not apply to
such allotment provided that this power is limited to:
(i) the allotment of equity securities in connection with a rights issue in favour of the holders of ordinary shares in the capital of the Company where the
equity securities attributable to the interests of such holders are proportionate (as nearly as may be) to the respective number of such ordinary shares
held by them, subject only to such exclusions or other arrangements as the directors feel necessary or expedient to deal with fractional entitlements or
legal or practicable problems arising under the laws or the requirements of any recognised regulatory body; and
(ii) the allotment (otherwise than pursuant to sub-paragraph (i) above) of equity securities up to an aggregate nominal amount of £100,920, and shall expire
at the conclusion of the next Annual General Meeting of the Company or 15 months from the date hereof, whichever is the earlier, save that the
Company may, before such expiry, make an offer or agreement which would or might require equity securities to be allotted after such expiry and the
Board may allot equity securities in pursuance of such offer or agreement as if the power conferred hereby had not expired.
8. Company’s authority to purchase its own shares
To resolve as a special resolution that in accordance with Chapter VII of the Companies Act 1985, the Company be generally and unconditionally
authorised to make market purchases (as defined in section 163(3) of that Act) of its own ordinary shares of 25p each (“ordinary shares”) on such terms
and in such manner as the directors may, from time to time, determine provided that:
(i) The maximum number of ordinary shares hereby authorised to be purchased is 805,360;
(ii) the minimum price which may be paid for any ordinary share is 25 pence (excluding expenses);
(iii) the maximum price which may be paid for any ordinary share is an amount equal to 105 per cent of the average of the middle market quotations for an
ordinary share as derived from the London Stock Exchange Daily Official List for the five business days immediately preceding the day on which the share
is contracted to be purchased (excluding expenses); and
(iv) the authority hereby conferred shall expire at the conclusion of the annual general meeting of the Company to be held in 2006, if earlier, on 5 April 2006,
but a contract of purchase may be made before such expiry which will or may be executed wholly or partly thereafter and a purchase of shares may be
made in pursuance of any such contract.
Stanwix By order of the Board
Carlisle CA3 9BA Ronald C. Wood
8 November 2004 Secretary
There will be available for inspection at the registered office of the Company during normal business hours from the date of this notice until the date of the 
Annual General Meeting:
(a) register of directors’ interests
(b) copies of all contracts of service relating to directors employed by the Company.
These documents will also be available for inspection during the Annual General Meeting and for at least fifteen minutes before it begins. Contents
Carr’s Milling Industries activities are 
focussed in Agriculture, Food and 
Engineering with increased Annual Sales of
£155.7m
Directory of Operations
Carr’s Milling Industries PLC
Old Croft, Stanwix, Carlisle,
Cumbria CA3 9BA
Tel: 01228 554600
Fax: 01228 554601
Website: www.carrs-milling.com
Animal Feed Supplements Inc
East Highway 212, 
PO Box 188, Belle Fourche, 
South Dakota 57717 USA
Tel: 00 1 605 892 3421
Fax: 00 1 605 892 3473
Animal Feed Supplements Inc
PO Box 105, 
101 Roanoke Avenue, Poteau,
Oklahoma 74953 USA
Tel: 00 1 918 647 8133
Fax: 00 1 918 647 7318
Caltech
Solway Mills, Silloth, Wigton,
Cumbria CA7 4AJ
Tel: 016973 32592
Fax: 016973 32339
Carrs Billington Agriculture
(Operations)*
Parkhill Road, 
Kingstown Industrial Estate,
Carlisle CA3 0EX
Tel: 01228 529 021
Fax: 01228 554 397
Carrs Billington Agriculture
(Operations)*
Cumbria House, 
Gilwilly Trading Estate, Penrith,
Cumbria CA11 9BW
Tel: 01768 869 600
Fax: 01768 869 606 
Carrs Billington Agriculture
(Operations)*
Cold Meece, Stone, 
Staffordshire ST15 0QW
Tel: 01785 760 535
Fax: 01785 760 888
Carrs Billington Agriculture
(Operations)*
Powhill, Kirkbride, 
Cumbria CA5 5AJ
Tel: 01697 352 229
Fax: 01697 352 248
Carrs Billington Agriculture
(Operations)* 
Uredale Mill,
Askrigg, Leyburn, 
North Yorkshire DL8 7HZ
Tel: 01969 650 229
Fax: 01969 650 770
Carrs Fertilisers, Invergordon
Inverbreakie Industrial Estate,
Invergordon, 
Ross-shire IV18 0QN
Tel: 01349 853 745
Fax: 01349 854 066
Carrs Fertilisers, Montrose
River Street, Montrose, 
Angus DD10 9RT
Tel: 01674 678 400
Fax: 01674 671 318
Carrs Fertilisers, Silloth
The Wath, Silloth, Wigton,
Cumbria CA7 4PH
Tel: 016973 32333
Fax: 016973 32279
Carrs Billington Agriculture
(Sales), Annan
25 High Street, Annan,
Dumfriesshire DG12 6AE
Tel: 01461 202 772
Fax: 01461 202 712
Carrs Billington Agriculture
(Sales), Barnard Castle
Montalbo Road, Barnard Castle,
Co Durham DL12 8ED
Tel: 01833 637 537
Fax: 01833 638 010
Carrs Billington Agriculture
(Sales), Buchlyvie
Main Street, Buchlyvie, 
Stirling FK8 3NQ
Tel & Fax: 01360 850 372
Carrs Billington Agriculture
(Sales), Carlisle
Montgomery Way, Rosehill Estate,
Carlisle CA1 2UY
Tel: 01228 520 212
Fax: 01228 512 572
Carrs Billington Agriculture
(Sales), Cockermouth
Unit 5, 
Lakeland Agricultural Centre,
Cockermouth CA13 0QQ
Tel: 01900 824 105
Fax: 01900 826 860
Carrs Billington Agriculture
(Sales), Hexham
Tyne Mills Industrial Estate,
Hexham, 
Northumberland NE46 1XL
Tel: 01434 605 371
Fax: 01434 608 938
Carrs Billington Agriculture
(Sales), Milnathort
Stirling Road, Milnathort, 
Kinross KY13 9UZ
Tel: 01577 862 381
Fax: 01577 863 057
Carrs Billington Agriculture
(Sales), Morpeth
20c Coopies Lane Industrial
Estate, Morpeth, 
Northumberland NE61 6JN
Tel: 01670 503 930
Fax: 01670 504 404
Carrs Billington Agriculture
(Sales), Penrith
Haweswater Road, 
Penrith Industrial Estate,
Penrith, Cumbria CA11 9EH
Tel: 01768 862 160
Fax: 01768 899 345
Carrs Billington Agriculture
(Sales), Perth
Highland House, 
St Catherine’s Road, 
Perth PH1 5YA
Tel & Fax: 01738 643 022
Carrs Billington Agriculture
(Sales), Brock
Brockholes Way, 
Claughton Trading Estate,
Lancaster Old Road,
Claughton on Brock, 
Preston PR3 0PZ
Tel: 01995 643 200
Fax: 01995 643 220
Carrs Billington Agriculture
(Sales), Gisburn
Pendle Mill, Mill Lane, Gisburn,
Clitheroe, Lancashire BB7 4ES
Tel & Fax: 01200 445 491
Carrs Billington Agriculture
(Sales), Hawes
Burtersett Road, Hawes, 
North Yorkshire DL8 3NP
Tel: 01969 667 334
Fax: 01969 667 335 
Carrs Billington Agriculture
(Sales), Leek
Macclesfield Road, Leek,
Staffordshire ST13 8NR
Tel & Fax: 01538 383 277
Bendalls
Albion Works, London Road,
Carlisle CA1 2PW
Tel: 01228 526 246
Fax: 01228 525 634
R Hind
Kingstown Broadway, 
Kingstown Industrial Estate,
Carlisle CA3 0HA
Tel: 01228 523 647
Fax: 01228 512 712
Carrs MSM
Unit 1 Spitfire Way,
Hunts Rise,
South Marston Park,
Swindon, Wiltshire SN3 4TX
Tel: 01793 824 891
Fax: 01793 824 894
Carr’s Flour Mills 
Solway Mills, Silloth, Wigton,
Cumbria CA7 4AJ
Tel: 016973 31661
Fax: 016973 32543
Carrs Blends
Solway Mills, Silloth, Wigton,
Cumbria CA7 4AJ
Tel: 016973 33021
Fax: 016973 33768
John Stronach
Solway Mills, Silloth, Wigton,
Cumbria CA7 4AJ
Tel: 016973 31456
Fax: 016973 32808
George Shackleton
Church View, Church Street,
Kilcock, Co Kildare, Eire
Tel: 00 3531 628 7714 & 7746
Fax: 00 3531 628 7773
B&A Travel
18 Main Street, Beith, 
Ayrshire KA15 2AA
Tel: 01505 504 547
Fax: 01505 504 812
Designed and produced by corporateprm, Edinburgh and London.  www.corporateprm.co.uk
01 Financial Highlights
02 Chairman’s Statement
04 Chief Executive’s Review
08 Location of Operations
09 Registered Office and Advisers
09 Board of Directors
10 Directors’ Report
13 Corporate Governance
15 Independent Auditors’ Report
16 Directors’ Remuneration Report
20 Consolidated Profit and Loss Account
21 Statement of Group Total Recognised Gains and Losses
21 Note of Group Historical Cost Profits and Losses
22 Consolidated Balance Sheet
23 Company Balance Sheet
24 Consolidated Cash Flow Statement
25 Statement of Accounting Policies
27 Notes to the Financial Statements
51 Five Year Statement
52 Notice of Annual General Meeting
IBC Directory of Operations
* associate company Carr’s Milling Industries PLC
Annual Report & Accounts 2004
Carr’s Milling Industries PLC
Old Croft, Stanwix
Carlisle CA3 9BA
www.carrs-milling.com
Carr’s Milling Industries PLC Annual Report & Accounts 2004