Pace Micro Technology plc
Annual Report & Accounts 2004
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1 Highlights
4 Chairman’s statement
7 Chief executive’s review
17 Finance director’s review
21 Product review
25 Report of the directors
27 Corporate governance
30 Corporate social responsibility
32 Remuneration report
40 Statement of directors’ responsibilities
41 Independent auditors’ report
42 Financial statements
48 Notes to the financial statements
64 Five year record
65 Directors, secretary and advisers
Designed and created in-house by the Pace Micro Technology Design Studio. 
Printed by Taylor Bloxham corporate and financial, Leicester and London.
Pace is registered in England and listed on the London Stock Exchange, with offices
in the UK, USA, France, Germany and Hong Kong.
Revenue contribution by
geographic market: 2003 to 2004
 UK
 EMEA/APAC
 US
Financial Highlights
 Turnover of £239.9m (2003: £166.6m)
 Profit before tax, amortisation of goodwill and exceptional items of £5.9m 
(2003: loss of £16.2m)
 Full year gross margin of 19.0% (2003: 20.9% before exceptional items)
 Adjusted diluted earnings per share (stated before exceptional items and 
amortisation of goodwill) of 4.5p (2003: loss per share 6.8p)
 Overheads before exceptional items and amortisation of goodwill reduced to 
£39.8m (2003: £50.9m)
 Net cash position £20.4m (2003: net cash £13.1m)
 Volume shipments increased to 2.2m set-top boxes (2003: 1.3m)
 Good order book cover for H1 2004/05 Business Highlights
 Pace has taken advantage of the new momentum in the global digital TV market 
 Sky Italia and Foxtel in Australia launched digital TV services using 
Pace set-top boxes
 New contract wins with important European operators: Premiere and KDG in 
Germany and Viasat in Scandinavia
 Leadership in personal video recorder and high definition (HD) technologies
demonstrated through ongoing success of Sky+ in the UK and HD shipments to
Time Warner and Comcast in the US
 Pace has now shipped over 12.5 million set-top boxes since the launch of digital
2
Pace Micro Technology plc  Report & Accounts 2004 3
Pace Micro Technology plc  Report & Accounts 2004
Pace is one of the world’s most successful developers 
of digital set-top box technology
Pace technology has been installed in over 17 million homes worldwide since the Company was founded in 1982. Pace is the
world’s largest dedicated developer of digital set-top box technology and the largest supplier of set-top boxes in Europe. 
Pace develops innovative set-top box solutions and services for digital television broadcasters and operators on satellite, cable,
terrestrial and telecommunications platforms. At the Company’s headquarters in Saltaire and at bases in the US and France, Pace
has a world-leading engineering team. The team’s expertise spans the digital spectrum, from basic digital TV, through to interactive
services and the latest innovations in personal video recorder and high definition technology. 
Digital technology is constantly evolving. Pace is always working on new and innovative solutions that will exploit the full potential of
digital television to excite end-users and create new business opportunities for the Company’s diverse customer base.
Our Vision
To be the best set-top box supplier in the world.
New customer launches Existing customers
Major customers
 Foxtel - Australia's leading subscription television provider
 Viasat - the largest commercial TV operator in Northern Europe
 Kabel Deutschland (KDG) - Germany's largest cable network operator
 Premiere - Germany's largest digital TV operator and only national payTV broadcaster
 Sky Italia - the largest pay television provider in Italy
 Time Warner, Comcast, Bright House - USA
 BSkyB, NTL, Telewest - UK and Ireland 4
Pace Micro Technology plc  Report & Accounts 2004
During the period Pace has been
very successful in expanding its
revenues, against a background of
a new momentum in the global
digital payTV market caused by
reductions in set-top box average
selling prices (ASPs).
Chairman’s statement
In the year ended 29 May 2004 Pace made a welcome return to profitability, following progressive improvements in
performance instigated by the management team over the last 18 months. 
During the period Pace has been very successful in expanding its revenues, against a background of a new momentum
in the global digital payTV market caused by reductions in set-top box average selling prices (ASPs). The 2003/04
results represent a marked improvement in the Group’s performance, with Pace reshaping its global business and
gaining new customers, most importantly in Europe. The Board recognises that net margins need to be improved,
which is being addressed by maintaining a rigorous approach to the management of all business costs. The Board
believes it is right to maintain its business priority to grow market share whilst addressing these challenges.
Results
Profit before tax, amortisation of goodwill and exceptional items improved to £5.9m (2003: loss £16.2m) on turnover
of £239.9m (2003: £166.6m). After taking into account goodwill amortisation of £564k and an exceptional charge of
£1.5m, profit before tax was £3.9m (2003: loss £50.1m). Basic earnings per share were 3.7p (2003: loss per share
22.0p). Before goodwill amortisation and exceptional items, adjusted earnings per share were 4.6p (2003: loss per
share 6.8p) and adjusted diluted earnings per share were 4.5p (2003: loss per share 6.8p).
Trading review
Pace’s core market – digital set-top boxes for payTV operators worldwide – has entered a growth phase and Pace has
this year increased its volume shipments by 69% to 2.2 million set-top boxes, up from 1.3 million last year. We are also
seeing a significant shift in the shape of the Group’s business: sales to non-UK customers have grown by £73m,
representing a 3.5 times increase over last year, to 42% of our total revenues, up from 17% of total revenues in 2003.
Overall turnover increased 44% in the year. The decline in ASPs has made it possible for more digital TV operators to
launch and extend their services, thereby generating the growth in demand. As a consequence of competition and
some component price increases, gross margin for the year declined to 19.0% (2003: 20.9% stated before exceptional
items). We have sought to balance the impact of competition on our ASPs through strong overhead management and
an increased use of outsourced services, coupled with continued efforts to reduce product cost. We also benefited
from the weakness of the US dollar in the second half.
Sir Michael Bett, CBE
Chairman 5
Pace Micro Technology plc  Report & Accounts 2004
Our Europe and Asia Pacific regions made the most significant contribution to volume growth, growing by factors 
of seven and three times respectively. In these regions we have won five major new customers: Sky Italia, Viasat in
Scandinavia, Premiere and KDG in Germany, and Foxtel in Australia. Sky Italia and Foxtel have quickly become
important customers, following successful and high profile service launches. We expect these regions to contribute
strongly in the coming year. 
The UK, as one of the most advanced and mature digital TV markets, remains important to Pace. Although UK
shipments fell 10% to approximately 1 million boxes as Pace has been gradually reducing its efforts in the low margin
Freeview market, revenues improved slightly due to changes in product mix. BSkyB has continued the promotion of its
Sky+ personal video recorder (PVR) which, combined with ongoing deliveries of the standard Digibox, makes it our
largest customer in this region. Our UK cable customers continue to be important to us, although they have moved to
dual source supply.
Our US shipments have grown - up three times to 162,000 units - as Pace began to benefit from the demand for high
definition television and to establish credibility with individual local networks.  High definition TV, which offers US
consumers a significant improvement in picture quality, is stimulating competition between cable and satellite operators
for digital customers.  However, further performance improvements and new product launches are required to move
our US operations into profitability.  Pace engineers are now well advanced in their work on the Group's first set-top
box for networks based on Motorola conditional access technology, which will expand our market opportunity. In
addition, they are well into development of our first high definition PVRs, suitable for deployment on all US networks.
We have continued to utilise Solectron’s manufacturing facilities in Romania and China and have now started to
outsource engineering projects to Tata Elxsi in India. These, together with ongoing improvements to our engineering
performance, are enabling us to manage significantly more projects than before, without a commensurate increase 
in cost.
Board changes
As David Hood has decided not to stand for re-election as a non-executive director at the Annual General Meeting on
8 September 2004, he will retire from the Board on that date.
David founded Pace over twenty years ago and he has made a valuable contribution to the Board as a non-executive
director for the last six years. He is stepping down to dedicate more time to his other business interests and the Board
would like to thank him for the exceptionally important contribution he has made. 
Financial review
We have cut overheads, with non-engineering expenditure (excluding goodwill amortisation) down from £23.8m in 2003
to £18.5m and engineering development down, due to the improvements mentioned in the above paragraph, to
£21.3m (2003: £27.1m). As a percentage of revenue, total overheads excluding exceptional items and goodwill
amortisation, fell to 16.6% (2003: 30.5%).
The taxation credit for the year resulted mainly from agreement with the UK Inland Revenue in respect of certain prior
year issues.
The Group continued its policy of providing for all current claims relating to the alleged use of the intellectual property
of others and was able, as in previous years, to release part of the overall provision. In the year ended 29 May 2004,
the level of releases exceeded new provisions by £0.6m (2003: £1.8m). 
We expect revenues to be ahead of last year and volumes
to be significantly ahead of last year, with more new
business being won. 6
Pace Micro Technology plc  Report & Accounts 2004
Net assets at 29 May 2004, excluding goodwill, increased to £42.5m (2003: £34.1m). Net current assets were £54.1m
(2003: £47.9m). Net cash balances at the year-end were £20.4m (2003: £13.1m). 
Stocks at the year-end amounted to £10.0m (2003: £16.0m), comprising £5.4m of raw materials and work in progress
and £4.6m of finished goods. The stock turnover rate was over 19 times based on year-end stock levels (2003: 8
times). Debtors of £64.7m (2003: £57.2m) included insured balances of £38.5m (2003: £34.2m). The trade debt
collection period was 11 weeks (2003: 12 weeks).
Pace’s improved cash position came from the reduction in the levels of stock held and improvement in the working
capital position overall, offset by the final earn-out payment of £4.4m made in respect of a prior year acquisition. 
As previously announced, the Company is a party to a reference to the Financial Services and Markets Tribunal. The
Company is unfortunately prohibited under the Financial Services and Markets Act 2000 from providing any further
information regarding this reference until the matter is resolved. The Board considers it appropriate to make an
exceptional charge of £1.5m for costs, including legal fees, associated with this reference.
Outlook
In the UK, digital TV is now in 53% of households and over two thirds of these households have payTV. We expect
growth in penetration to continue, but at a slower rate. Pace has good relationships with all of the UK’s digital payTV
operators and has led the introduction of higher specification products such as PVR. However, with steady unit sales
and declining ASPs, we expect to see an overall reduction in UK revenues in 2004/05. 
By contrast, Continental Europe and Asia Pacific represent our biggest opportunities for growth in the next year and
beyond, as more payTV operators go digital and others progress to higher specification PVR platforms.
In the US, we continue to focus our efforts on building our relationships with Comcast and Time Warner, as well as
developing increasingly good relationships with other important operators. Next year, revenues will increase, albeit
working from a relatively low starting point, and we aim to grow our market share, especially in the second half of the
financial year. 
We enter the year with good order cover. However, the market remains extremely competitive, some component prices
are increasing and the continuing volatility in the US Dollar exchange rate provide an additional element of
unpredictability and pressure on gross margins. To mitigate these factors, management is concentrating on tight
control of costs as well as the successful introduction of new PVR and high definition products. Pace has established
a strong position in these technologies. Overall, for the 2004/05 financial year, we expect to see further improvements
in our performance, with revenues ahead and volumes significantly ahead of last year.
Sir Michael Bett
Chairman
12 July 2004 7
Pace Micro Technology plc  Report & Accounts 2004
Chief executive’s review
We have taken important steps forward in the last 12 months to deliver on our vision to be the best set-top box supplier
in the world. Our financial performance has improved, there is a new energy in our markets and we have won good
new business in the face of strong competition.
Global markets
Pace is a global player in the set-top box market, one of the world’s top six players
1
. A gap has developed between
the top six players and the rest of the competition; we aim to become one of the top three players in the world market
for payTV products. 
With our range of digital set-top box products and both depth and breadth of engineering expertise, Pace is a strong
contender. We have realigned our product range to capitalise on the trend being set by our payTV operator customers
for a combination of low-cost boxes and higher specification products for personal video recorder (PVR) and high
definition (HD) services. 
We have won some of the most substantial contracts on offer in the last 18 months and increased our market share,
particularly in Continental Europe. To develop our sales activity we have recently appointed three new Regional
Directors. This includes a newly created role for Asia Pacific, to capitalise on the opportunities we expect to arise in this
territory. 
The competitive nature of our markets and downward trend in average selling prices, has resulted in margin pressures,
which we are responding to through innovations in our engineering and manufacturing processes and new business
strategies including outsourcing.
UK
The UK, led by Regional Director Graham North, continues as one of the world’s most successful markets for digital
TV, both in terms of the number of digital households and in terms of its use of technological innovation. Total digital
household penetration is now at 53%
2
with two thirds taking digital payTV. 
Sky Digital, BSkyB’s payTV satellite platform, is the market leader, with Pace supplying Digiboxes and Sky+ PVRs. Sky+
has been particularly successful, with Sky reporting a cumulative total of 322,000 customers at its third quarter results
(to 31 March 2004). The majority of the Sky+ installations reported will have used Pace products although, as expected,
a second source supplier has recently been brought on line. We have worked closely with BSkyB, evolving our product
range, making ongoing improvements to the products of today and creating new ideas for the future. 
At the same time the UK cable industry has been revitalised. The cable companies are investing in new plans and
orders, which for Pace has included business with Ntl in Ireland. 
We have taken important steps
forward in the last 12 months
to deliver on our vision to be
the best set-top box supplier in
the world.
1  
Enders Analysis, 2003 shipments
2  
Ofcom Digital Television update to Q1 2004
John Dyson
Chief Executive 8
Pace Micro Technology plc  Report & Accounts 2004
solutions
worldwide
delivering customer 9
Pace Micro Technology plc  Report & Accounts 2004
Digital terrestrial (DTT) has been less successful for Pace. Free-to-air DTT has been a great success for viewers and
programme providers and has made an important contribution to the UK’s plans for a complete switch to digital.
However, as the boxes are relatively easy to develop, the set-top box market has seen a multitude of suppliers, leading
to very low manufacturing margins. Pace’s strengths lie in the more complex engineering development required for
payTV operators, which is where our sales and engineering efforts are now concentrated.
Continental europe
After several years of ‘digital lethargy’ in many European countries, the digital TV market has now started to expand
and we have promoted Laurie Crofts as the new Regional Director. Sky Italia, owned by News Corporation and Telecom
Italia, launched its digital satellite service in July 2003. It has rapidly become an important Pace customer, reinforcing
Pace’s business links with News Corporation Group affiliates.
In Germany Pace has won business with operators such as Premiere, Germany’s largest digital TV operator and KDG,
the largest cable network operator, both of which selected Pace’s new low-cost platform for high-profile launches. In
Scandinavia we took on more new business with Viasat, part of the Modern Times Group. Viasat has operations
throughout Northern Europe and is using Pace products to roll out digital payTV services in Sweden, Norway, Denmark
and Finland. 
As with every other market we work in, existing and potential customers are engaging us in serious discussions for the
implementation of PVR. This, in addition to the opportunities we see in countries that have recently joined the European
Union, gives us confidence in our expectation of continued growth.
US
The US accounts for around 40%
3
of the world’s digital set-top box market and is a crucial market for Pace. Earlier in
the year we brought in a new US Regional Director, Mike Pulli, who has a strong background in digital development
and systems, to build on the important foundations we have laid in this market. US cable operators or Multiple Service
Operators (MSOs) as they are known, run cable networks that utilise conditional access technology provided by one
of two US-based companies. Quite often, through acquisition, MSOs have set-top box requirements for both types of
technology on their networks, which Pace is now well-placed to provide. 
We have established our share of the US market with shipments of standard definition (SD) and, more importantly, high
definition (HD) set-top boxes. Our high definition product, the DC550, has now been shipped to Time Warner Cable,
Comcast and Bright House Networks. Our US operations, taking into account the engineering resource required for
the development of new products such as our next generation HD boxes, cost us approximately £5m last year. 
We are finalising the development and introduction of our first set-top box for operators utilising Motorola technology,
one of the two main US conditional access systems, on their networks. This will be an important step for us and follows
some disappointing delays in bringing the product to market.
We are also working on our first high definition personal video recorder (HD PVR). HD PVR is important on two counts.
Firstly it will become the cornerstone of our US product range. Secondly, the experience we are gaining as one of the
US’s high definition pioneers will also put us ahead in other parts of the world, where HD has moved up the agenda of
many major payTV operators.
In Germany Pace has won business with operators such
as Premiere, Germany’s largest digital TV operator and
KDG, the largest cable network operator.
3  
IMS Research 2003 10
Pace Micro Technology plc  Report & Accounts 2004
Asia pacific
Asia Pacific has been the focus of a new sales and marketing drive, which is being led by the newly promoted Regional
Director, Sandy Barblett, to take advantage of the opportunities emerging in this very diverse territory. For many years
our most important customer has been Sky New Zealand, to which we have now added Foxtel, Australia’s leading
subscription television provider. Foxtel launched its service using Pace set-top boxes in March and, like Sky Italia, 
has become an important customer in a very short period of time. We are supplying Foxtel with satellite and 
cable products.
To grow our business elsewhere in Asia, we have adapted the low-cost platform initially created for Europe, putting
Pace expertise into a set-top box, priced at a level this market can afford. We are also exploring alternative business
strategies, talking to partners about opportunities in China and with Asian TV manufacturers who want digital terrestrial
units for integrated digital televisions (iDTVs).
Digital broadband media
Digital broadband media (DBM) describes our internet protocol TV (IPTV) activity, reflecting how the technology can
deliver advanced content and services, not just for telecommunications operators, but for cable, satellite and terrestrial
operators too. Today our main involvement is with two telecommunications customers – Sasktel in Canada and
Chunghwa Telecom in Taiwan. However DBM, through the new video codecs, will grow in importance for all types of
operators over the next two to three years. We have begun to restructure our product roadmaps and will continue to
evolve them over the next 12 months in response to the new interest that we are seeing.
Electronic Programme Guides
(EPGs) from the Sky Italia and
Viasat digital TV services. 11
Pace Micro Technology plc  Report & Accounts 2004
Pace technologies
Engineers make up the majority of Pace employees; their skills and expertise are vital to Pace’s success and that of our
customers. With digital TV on an upward trend, the engineers have taken on more challenges, so that our customers
can maximise their investment in Pace’s set-top box technology. 
Many of the operators investing in digital TV want to build a critical mass of customers as quickly as they can. Low-
cost boxes tempt subscribers and investment, even in countries with a strong free-to-view line-up or no payTV
competition. 
Basic services create the subscriber base; PVR & HD make TV a ‘must keep’ product. Almost every customer we meet
has PVR in its business strategy to reduce churn and encourage customers to spend more. We already have a strong
reputation in PVR and HD through work for customers such as BSkyB in the UK and Time Warner Cable and Comcast
in the US. Demand for PVR and HD products is set to accelerate. In Europe, for example, analysts expect the 2006
Winter Olympics will drive HD take-up. In the US strong competition between satellite and cable is stimulating a
demand for new products and features that will be replicated worldwide.
We believe the next product trend will be for HD PVRs and our first platform is already in development. We are adding
new features too, such as HDMI for our second-generation HD products in the US. HDMI (high-definition multimedia
interface) is the latest in display connectivity, making the Pace box ideal for the growing interest in home cinema
systems. HDMI also protects digital content from unapproved re-distribution. 
With HD and DBM in mind, we have also put ourselves at the forefront of advanced video coding (AVC), through
emerging technologies such as MPEG-4 Part 10 (H.264) and Windows Media 9 (VC-9). The new codecs use
bandwidth more efficiently, substantially reducing the amount required to deliver high definition content on all digital TV
platforms. Not only is this more cost-efficient, it is particularly significant for telecommunications companies, more of
whom can now reach their subscribers with video-based services. Pace is not alone in defining and driving the demand
for PVR and HD set-top boxes. We have established partnerships on all fronts, from defining roadmaps with our
operator and broadcaster customers, to design work with our silicon partners. 
The decisions we make on our future technology roadmaps are crucial for Pace to continue as a world-class player. To
strengthen our position we have created a new technology team who ‘live’ at least 18 months into the future. They are
looking at how we develop existing technologies, incorporate new trends and the opportunities for our technology in
new sectors. Already in design are multiroom – how to distribute TV around the home, mobile PVR devices and home
media centres. 
for today
and tomorrow
innovating 12
Pace Micro Technology plc  Report & Accounts 2004
With digital TV on an upward trend, the engineers have
taken on more challenges, so that our customers can
maximise their investment in Pace’s set-top box technology.
Today the ultimate product in the
range is PVR, exemplified through our
Sky+ product.
Our entry level series are targeted at
operators who want cost-effective
product solutions, whilst benefiting
from Pace’s digital expertise.
In the US we have developed some of
our most advanced cable products,
including the ground breaking DC550
high definition box.
BSkyB3100 Sky+ PVR
DC550HD
DS210 13
Pace Micro Technology plc  Report & Accounts 2004
Environmental considerations continue to grow in importance. All of our new products are designed to standards set
by the European Commission’s Code of Conduct on Energy Efficiency of Digital TV Service Systems or Energy Star in
the US. Pace is at the forefront of this field and customers will be able to benefit from our knowledge base, as individual
countries move to voluntary or mandatory energy efficiency regimes. 
Our environmental teams are also considering the implications of two new European directives. The WEEE directive on
Waste from Electrical and Electronic Equipment sets recycling goals for electrical goods and becomes effective in 2005.
In the longer term the benefits from what can be reclaimed in the process may exceed the cost of recycling. However,
it is possible that some costs may be imposed over a transitional period to deal with the installed base that belongs to
all suppliers. The second, Lead-free legislation, or more accurately, the Restriction of Hazardous Substances directive
(RoHS) will come into force in 2006. Under this directive we will no longer be able to use lead solder and other
hazardous substances in the manufacture of printed circuit boards. We have almost completed our first box with
alternative components to verify the process. Whilst there is work to be done on extended life trials, it looks promising
that these changes will not add significantly to cost.
Market recovery and growing demand for Pace products has prompted us to consider how we can expand our
engineering capabilities, without significantly increasing costs. Smart re-use of hardware and software platforms is
important, as is our use of software outsourcing. We have made significant progress with outsourcing in the last 12
months, using Tata Elxsi in Bangalore, India. Tata has extended our engineering capability, freeing up engineers at our
sites in Saltaire, Boca Raton and Grenoble to expand their skills in PVR and HD technologies.
Intellectual property
Our patent portfolio continues to grow with 37 granted patents and 194 pending patent applications. Pace's granted
patents address both the utility and practical development of the set-top box as well as enhancements that can give
viewers far greater control over when and how they watch TV.
People 
In the last 10 years, Pace has become a centre of expertise in digital set-top box technology in all disciplines, from
engineering through to manufacturing and marketing. The people we employ are at the heart of everything we have
achieved and I thank them for their hard work and commitment in making Pace the Company it is today.
We ended the year with 594 employees, a reduction of 50 on the previous year-end. The headcount reduction includes
the transfer of staff in the VegaStream management buyout. We have additional engineers employed indirectly through
Tata Elxsi, our outsource partner in India.
There have also been some changes to our Board. David Brocksom joined us in February from Avesco plc, to take up
the vacant position of Finance Director. Existing Board member Neil Gaydon was promoted from President Pace
Americas to Worldwide Sales and Marketing Director in January, taking on responsibility for all sales regions, marketing,
global technology strategy and product management. Finally, David Hood, the founder of Pace, has decided to retire
from the Board at the forthcoming AGM. 14
Pace Micro Technology plc  Report & Accounts 2004
foundation of
our business
people are the step on
the way
Through the new business we have won and with
revenues now coming from a wider range of customers,
we have taken another important step on the way.
15
Pace Micro Technology plc Report & Accounts 2004
another Global competitiveness
Our outsourced manufacturing strategy is another vital element of our ability to compete in global markets: Pace
customers want ‘best in class’ products, at the lowest cost of ownership. We have continued to build our relationship
with Solectron, our global outsource partner. Pace uses a Solectron facility at Timisoara in Romania and this year saw
the two millionth box come off their production lines. A new facility came on line in Shenzhen China, enabling us to
build more cost-effective products for Asia Pacific and the Americas. We are now working with Solectron to expand
our manufacturing capability at both of these plants to deliver on our increased volume expectations for 2004/05. 
We have used our Continuous Improvement (CI) programme to great effect, enhancing all aspects of Group activity. 
I have been an enthusiastic supporter of CI for many years and have experienced the benefits it can bring. Our CI
programme was re-launched in September 2003 and over 60 projects have been completed, ranging from small
improvements in office organisation, to others that have delivered company-wide financial benefits. CI has been
particularly well used to improve quality and respond to issues raised in our annual Customer Satisfaction survey.
The future
In the last 12 months Pace has won important new business and demonstrated how the Group can respond to the
challenges we are now seeing in the digital TV market.
Looking ahead we will continue to capitalise on the strengths of our engineering teams to develop the Group’s
competitive position and bring new customers to market. Our sales teams aim to maintain our business in the UK,
grow business in Europe and the US and satisfy new opportunities in Asia Pacific. However, we do recognise that there
is still significant room and opportunity for performance improvement. 
Future growth will be driven by the ability of digital TV providers to develop their respective businesses, make profits
from the move to digital and our ability to deliver on their needs.
Through the new business we have won and with revenues now coming from a wider range of customers, we have
taken another important step on the way. 
John Dyson
Chief Executive
12 July 2004
16
Pace Micro Technology plc  Report & Accounts 2004 17
Pace Micro Technology plc  Report & Accounts 2004
Finance Director’s Review
Results for the year
The Group recorded a profit before taxation, exceptional items and amortisation of goodwill, of £5.9m (2003: loss of
£16.2m). After exceptional items and goodwill amortisation, profit before tax was £3.9m (2003: loss £50.1m).
The average selling price of a Pace set-top box decreased by around 15%. At the same time our average cost of sales
per box decreased by 13%. As a result gross margins declined to 19.0% (2003: 20.9%) although overall gross profits
(excluding exceptional charges included in the previous year) rose by 31%, reflecting the increased volumes due in part
to new business gains and in part to increased market activity, itself the result of lower unit prices.
Overheads
The Group’s overheads primarily relate to staff and engineering expenditure. At the year-end our total headcount was
594 (2003: 644), which includes 347 people in engineering (2003: 379), but excludes our 47 outsourced engineers at
Tata Elxsi. The total engineering spend represents 54% (2003: 53%) of total overheads (before goodwill and exceptional
items), reflecting the importance of research and development to Pace.
As already discussed in the Chairman’s Statement, an exceptional charge of £1.5 million has been recognised in the
period. An element of these costs may be recoverable from insurers, but no account has been taken of any potential
recoveries of the costs incurred in the year, given the uncertainties involved.
Taxation
The Group’s tax charge has benefited from a credit of £4.7m, being a partial release of a provision made in 2002. This
release follows agreement with the UK Inland Revenue in respect of an element of the repayment received in the
previous year. Issues pertaining to the balance of the repayment remain under discussion and a provision of £5.4m
remains in respect of such matters.
David Brocksom
Finance Director
We ended the year with over
£20m in net cash, reduced
stock levels and an outsourcing
structure through which we
can increase production
without adversely impacting 
cash flow. 18
Pace Micro Technology plc  Report & Accounts 2004
The Group’s activities predominantly are managed from the UK, although the operations in the US, France and Hong
Kong incur liabilities to relatively small amounts of local taxation. In the UK the Group has accumulated tax losses of
approximately £19m, of which £7m (i.e. £2.1m at a 30% tax rate) are provided as deferred tax assets. The Group has
benefited this year from the utilisation of £5m of brought forward UK tax losses. In addition, our overseas operations
benefited from a tax credit of £44,000, through the utilisation of local tax losses.
The disposal of 80% of our investment in VegaStream Limited (see below) resulted in the deconsolidation of £9.8m of
tax losses, losses which were only available against the future profits of VegaStream Limited.
Disposals
On 11 September 2003 the company disposed of 80% of its investment in VegaStream Limited. There was no
significant gain or loss on the disposal. The remaining 20% interest has been treated as a trade investment and is
provided against in full.
Cash flow and banking facilities
The Group ended the year with net cash balances of £20.4m (2003: net cash of £13.1m), due to our growing
profitability, continued control of working capital and our outsourced manufacturing strategy. 
In the year the Group paid £4.4m, being the final ‘earn-out’ payment from the acquisition of Xcom Multimedia, now
known as Pace Europe, which took place on 6 February 2001.
The Group has renegotiated new banking facilities to replace the existing facilities (which were due to expire in the
normal course in July 2004). In view of the improved cash and trading position, the Group has decided to maintain
uncommitted facilities, which will be available to 30 September 2005. The Group is not anticipating any significant use
of such facilities. 19
Pace Micro Technology plc  Report & Accounts 2004
Balance sheet
Intangible fixed assets
The intangible fixed assets represent goodwill from the purchase of Pace Europe. The balance, net of amortisation and
prior year provisions, was £9.4m (2003: £10.0m). 
Investments
Investments of £2.4m (2003: £2.5m) represent the amount owed to Pace by the Group’s Employee Benefits Trust. The
sum is in respect of past loans made to the Trust to buy Pace shares in the market to meet obligations for the provision
of shares on the exercise of staff share options. Next year, under the terms of the newly promulgated UITF abstract 38
'Accounting for ESOP Trusts', this amount will no longer be recorded as a Group asset but will be deducted in arriving
at shareholders' funds. 
Net tangible fixed assets
The net balance of £7.0m (2003: £10.3m) primarily represents plant and machinery associated with test and
engineering development equipment, together with computer equipment and leasehold improvements. The downward
trend in our net tangible fixed assets over the last two years, largely reflects our switch to outsourced manufacturing.
Stocks
Stocks have decreased to £10.0m (2003: £16.0m), in part due to a reduction in finished goods, which now stand at
£5.4m (2003: £7.5m), reflecting the volume of product being manufactured against orders. Raw materials and work in
progress also declined to £5.4m (2003: £8.5m) a feature of the outsourced manufacturing arrangements, although the
Group continues to buy strategic components for onward delivery to our manufacturer.
Debtors
Debtors have grown to £64.7m (2003: £57.2m) due to the increase in new customer shipments particularly towards
the year-end. Group debtor days have reduced from 84 days to 77 days. We have continued to maintain credit
insurance, where possible, to cover the majority of our trade debtor customers. Trade debtors were £57.0m at the year-
end, which included insured balances of £38.3m (2003: £34.2m). However, as expected, it has not been possible to
gain insurance cover for some of our customers or on all of the exposure to those customers covered.
Creditors
Creditors have increased to £41.4m (2003: £38.6m), largely a feature of the increased levels of trading. Group creditor
days have reduced from 42 days to 40 days. Significant elements of the creditor balance relate to the Group’s main
sub-contract manufacturer, payments in respect of critical component supplies and accruals for outstanding royalty
payments, which following the settlement of disputed claims, have increased. In addition to accruals for royalties, the
Group maintains, as a provision, balances for royalties under negotiation (see below).  20
Pace Micro Technology plc  Report & Accounts 2004
Provisions
Provisions have decreased to £20.7m (2003: £26.3m), primarily due to the tax agreement (see above) and part-
utilisation of the royalties and onerous lease provisions. These have been offset by a net increase in the warranty
provision, itself a feature of the increased level of trading coupled with an increase in some warranty periods.
Foreign Exchange
The majority of the Group’s production costs are designated in US dollars. The Group endeavours to obtain as much
of its income as possible in US dollars, but a significant proportion of income is currently received in Sterling or Euros. 
The Group does not take a view or attempt to speculate on how the foreign exchange markets will move. Currencies
are only purchased and sold in accordance with forecast cashflow to minimise downside risk. The Group has a policy
of hedging progressively against movements in the value of foreign currencies, in respect of cash receipts and
payments expected over the next 6 months.
At the year-end the Group had outstanding forward foreign exchange contracts amounting to $29 million in respect of
Sterling/US dollar contracts and $78.4m in respect of Euro/US dollar contracts.
Year-end rates used in the accounts are $1.83:£1 (2003: $1.58:£1) and €1.5:£1 (2003: €1.45:£1).
International Accounting Standards
All European Union groups, listed on recognised stock exchanges, are required to adopt International Accounting
Standards (IAS) for their financial statements from 2005, which will include comparative information for 2004. The
Group is currently undertaking a detailed review of the impact of IAS on its published financial statements. Although
these standards are themselves evolving and undergoing improvement, a preliminary review shows that the key areas
of impact on the Group’s accounts are in relation to mark-to-market of financial instruments and capitalisation and
subsequent amortisation of research and development expenditure.
David Brocksom
Finance Director
12 July 2004 21
Pace Micro Technology plc  Report & Accounts 2004
Product review
Pace Micro Technology is at the forefront of digital television technology. We have created set-top boxes on more
platforms and using more technologies than our competitors. At the heart of Pace’s success are teams of engineers
and product managers, dedicated to creating the best set-top box products on the market today. 
The Pace engineering teams are renowned worldwide for their expertise in software and hardware and skills in set-top
box architecture. Working at bases in the UK, US and France and now through Tata Elxsi in India, our engineers design
set-top boxes for operators and broadcasters who provide digital TV and interactive services on cable, satellite,
terrestrial and telecommunications platforms.
The development of our set-top box product range is driven by the business needs of our customers and Pace’s
technological vision. Our teams look, not just at what the technology can do, but how Pace can help operators meet
their business targets quickly and cost-effectively. A good example is our approach to common hardware design, where
a core platform is created, onto which separate cable, satellite and terrestrial front ends can be added. This concept is
ideal for customers seeking a cost-effective, yet proven and rapid route to market. 
Industry leadership
Our digital set-top boxes have been installed in over 12.5 million consumer homes. Within this achievement is an
impressive array of industry firsts, most importantly our design of the world's first MPEG2, DVB set-top boxes for
commercial deployment on cable, satellite and terrestrial platforms. Further accomplishments include development of
the first set-top boxes with integrated DOCSIS, EuroDOCSIS and DAVIC cable modems, the first MPEG4 IPTV set-top
box and the first European integrated digital television (iDTV) module. 
Satellite
Pace launched the world’s first digital satellite service in 1995 and we have worked with the world’s leading operators,
most importantly BSkyB in the UK, supplying Digibox and Sky+ PVR products.
Our satellite product range follows a model replicated across all of our other platforms. The range starts with basic
adapter units such as the DTVA or the DS210, which our German customer Premiere is using for its satellite network.
Adapter units typically incorporate a conditional access module, perhaps a basic return path (allowing the set-top box
to communicate with the broadcaster), and can be ‘self-installed’ by the customer. 
real driving force
Pace’s products are a
in the digital tv market
Neil Gaydon
Worldwide Sales and Marketing Director 22
Pace Micro Technology plc  Report & Accounts 2004
The next steps up in the range represent more sophisticated set-top boxes that incorporate middleware, electronic
programme guides and applications such as games or home shopping. We have used the ‘middle range’ products to
expand our satellite customer base in the last year, taking on major payTV operators such as Sky Italia and Foxtel 
in Australia, who are now using our DS420 and DS421 products. Today the ultimate product in the range is PVR,
exemplified through our Sky+ product, and satellite high definition is already in our sights.
Cable
Pace cable products have been used by service operators in the UK and US to deliver some of the world’s most
advanced digital television services. Like satellite, the range is structured to meet the service needs of all our operator
customers, from the delivery of essential multichannel TV, to advanced interactive services such as video-on-demand,
e-commerce and high-speed data. 
The DC210 and DC220 entry level series are targeted at operators such as our German customers Premiere and Kabel
Deutschland, who want cost-effective product solutions, whilst at the same time benefiting from Pace’s digital
expertise. We continue to evolve our low-cost product lines for all platforms, with the DX230 expected this autumn, as
well as a variant, the DX235, for the Asian market. At the same time we have continued to supply our mid-range box,
the Di4000 to the UK’s cable operators Ntl and Telewest, the Di300 to Ntl in Ireland and US operators with our
‘standard definition’ product the DC510.
In the US we have developed some of our most advanced cable products, including the ground-breaking DC550 high
definition box. The DC550’s superior performance and rugged construction has impressed Time Warner Cable,
Comcast and Bright House Networks and our next generation version is already on its way. We also continue to
develop our high definition set-top box for Motorola-based networks, the DC755, which we will launch in 2005. Pace
is in the unique position of understanding how to make boxes work on both of the two main conditional access
systems used by US operators. 
For operators needing a more complex set-top box platform outside of the US, we have recently completed
development of the interactive DC610, with a DOCSIS cable modem. The DC610 is the first second source set-top
box to have passed the Motorola Mediacipher conditional access testing and expands our market reach in Europe. To
take full advantage of the opportunity, work has already begun on the next generation DC620, which will include the
latest DOCSIS 2.0 cable modem standard.
The development of our set-top box product range is
driven by the business needs of our customers and
Pace’s technological vision. 23
Pace Micro Technology plc  Report & Accounts 2004
Our work on the future of digital set-top boxes
never stands still.
BSkyB3100 Sky+ PVR DC610 IP400
DS420 DS210 DC550HD 24
Pace Micro Technology plc  Report & Accounts 2004
Personal video recorders (PVR) and high definition (HD)
PVR and HD are appealing to consumers keen to experience the best that digital TV can offer. These technologies are
also exciting our operator customers, who can see the potential for customer retention and increasing average revenue
per user (ARPU). Pace engineers have been working on PVR since 1998 and on HD for over two years. We have built
a significant knowledge base in these technologies through products such as Sky+ and the DC550 and all of our
product roadmaps now include options for PVR and HD.
Digital broadband media (DBM)
Pace was the first company to deploy an internet protocol (IP) based set-top box in a commercial roll out, with Kingston
Interactive Television in 1999. We are now leading the next wave of developments, which include support for the
emerging advanced video coding standards: MPEG4 Part 10 (H.264) and Microsoft Windows Media 9 (VC-9), as more
operators prepare to launch DBM services.
This year we have evolved our product range to reflect the changing commercial needs of our customers – for example
we have added a low-cost product, the DB220. We have also begun to explore how DBM technology can be
incorporated into other products, due to the growing interest in IP and the next generation video codecs outside of the
immediate telecommunications market. 
That said, our main customers in the last year have continued to come from the telecommunications sector, with
Chunghwa Telecom in Taiwan using our DSL4000 and IP420, and Sasktel in Canada the DSL4000, in successful 
roll outs.
Terrestrial (DTT)
Digital terrestrial can widen the reach of digital television as services are delivered through existing TV aerials. Pace has
led the way in both pay and free-to-air digital terrestrial products, with achievements that include the world’s first digital
terrestrial set-top box, the first Freeview product in the UK and the first digital terrestrial PVR. We are also looking at
opportunities to apply our DTT expertise in payTV markets.
In addition to our set-top box products, we are now working with a number of TV manufacturers to build our DTT
technology into integrated digital televisions (iDTV), a particularly important move in markets where digital terrestrial is
used for non-payTV services. 
Strategic partnerships
In each set-top box we create, our engineers will integrate software from third party companies such as providers of
conditional access systems, middleware, interactive services or video codecs. Pace has unrivalled experience in
software integration and has more industry partnerships than any of our competitors. We are constantly exploring new
industry partnerships to ensure our products meet the future needs of our customers. For example, we were one of
the first companies to partner with Microsoft to integrate Windows Media 9 into a set-top box and are now exploring
our options in Digital Rights Management (DRM).
Future technologies
Our work on the future of digital set-top boxes never stands still. Today PVR, HD, OCAP
1
, MHP
2
, DSG
3
and more
flexible software stacks dominate our horizon. These technologies are already creating a huge amount of excitement
in the television community and will ultimately excite the consumer. Digital technology is constantly evolving and Pace
is always working on new and innovative solutions to exploit the full potential of digital television or find opportunities
for our ideas and skills in new marketplaces. Whilst many of those ideas are worked on behind closed doors, favoured
concepts currently include expanding TV service distribution in the home, options for portable devices outside of the
home and the growing interest in home media centres.
Neil Gaydon
Worldwide Sales and Marketing Director
12 July 2004
1  
OpenCable Applications Platform, a middleware software layer specification, designed by OpenCable in the US.
2  
Multimedia Home Platform, the open middleware system designed by the DVB Project in Europe.
3  
Digital Signalling Gateway, which utilises a DOCSIS cable modem in a cable set-top box to carry out-of-band signals. Report of the directors
25
Pace Micro Technology plc  Report & Accounts 2004
The directors present their report to shareholders on pages 25 to 31 together with the audited financial statements for the year ended 29
May 2004. Both the current and prior period were of 52 weeks.
Principal activities
The Group’s principal activities are the development, design and distribution of digital receivers and receiver decoders which provide a
gateway for the reception of digital television and the reception/transmission of interactive services, telephony and high-speed data. The
Group also provides support services and software applications to its set-top box customers. Each of these services may be delivered over
satellite, cable, terrestrial and IP network transmission systems.
Business review and financial results
A review of the Group’s activities, developments and the financial results for the year is presented in the Chairman’s Statement, the Chief
Executive’s Statement and Finance Director’s Review on pages 4 to 20. The consolidated profit and loss account for the year ended 29
May 2004 is set out on page 43. The profit before tax, amortisation of goodwill and exceptional items was £5.9 million (2003: loss of £16.2
million). After amortisation of goodwill and exceptional items there was a profit of £3.9 million (2003: loss of £50.1 million).
Dividend 
No interim dividend was paid during the year. The directors do not recommend the payment of a final dividend (2003:nil).
Share capital
Changes in the Company’s share capital during the year ended 29 May 2004 are set out in note 20 to the financial statements.
Significant shareholdings
The Company has been notified in accordance with Sections 198 to 208 of the Companies Act 1985 of the following significant
shareholdings as at 11 July 2004:
Number of shares % of issued share capital
David Hood and related family trusts 44,486,957 19.6
Fidelity Investment Management Limited and related companies 13,588,865 6.0
Robert Fleming and related family trusts 8,880,178 3.9
Legal & General Investment Management Limited 7,955,451 3.5
Pace Micro Technology plc Employee Benefits Trust 7,343,104 3.2
Barclays plc 6,814,510 3.0 Directors
The names of the current directors of the Company are shown below. Other than as described, all those listed held office throughout the year.
Sir Michael Bett, CBE
Sir Michael, aged 69, joined the Board in February 2000 and was appointed Chairman in March 2000. He is also Non-executive Chairman
of Compel Group plc and a Non-executive Director of Ordnance Survey. His previous career in the private, public and charity sectors has
included being Chairman of Cellnet Group, Deputy Chairman of BT and Managing Director of BTUK. He is a former President of the
Chartered Institute of Personnel and Development, Chairman of Save the Children Fund and Chairman of the Independent Review of
Armed Forces Manpower, Pay and Conditions of Service. In July 2000, he retired as First Commissioner for the Civil Service. Currently he
is Pro-Chancellor of Aston University.
David Brocksom
David, aged 43, was appointed Finance Director on 9 February 2004. Previously Group Finance Director of Avesco plc, he has also held
a number of other senior financial roles including Group Finance Director at Tele-Cine Cell Group plc and Group Finance Director at
Westport Group plc. He qualified as a Chartered Accountant with Price Waterhouse.
John Dyson
John, aged 56, was appointed Chief Executive on 1 May 2003, after assuming the role of Acting Chief Executive in January 2003. Prior
to this he was Finance Director, joining the Company in November 1997. He is also a Non-executive Director of XP Power plc. Prior to his
employment at the Company he was Vice President of Finance, Europe for LSI Logic Corporation. Other previous appointments included
positions as Finance Director of CASE Group plc and Norbain plc.
Robert Fleming
Rob, aged 47, joined the Company in 1983 and became Operations Director in 1984, with responsibility for production and distribution.
With effect from February 1999 he assumed responsibility for the Engineering function within the Group and became a Non-executive
Director of the Company in May 2001. He is Chief Executive of The Franklyn Group Limited, a care home group.
Neil Gaydon
Neil, aged 44, is Worldwide Sales and Marketing Director and was appointed as an Executive Director in June 2002. He has been with the
Company since 1995 and spearheaded the development of the Company’s US business between 1999 and December 2003 as President,
Pace Americas. Prior to this he was Regional Sales Director EMEA and head of New Business Development and Product Marketing for
the Company.
David Hood, OBE
David, aged 56, founded Pace in 1982. He was Joint Chief Executive until November 1997 when he became Advanced Technology
Director. In September 1998 David became a Non-executive Director. David is a Director of Multiflight Limited and Infoserve.com Limited.
Marvin Jones
Marvin, aged 66, is a US citizen and was appointed as a Non-executive Director in June 2000. Previously, he was Chief Executive Officer
of The National Cable Television Center and Museum, Denver, USA, an Executive Vice President of AT&T Broadband and Internet Services,
and President and Chief Executive Officer of TCI Communications, Inc.
Robert Lambourne
Bob, aged 52, was appointed as a Non-executive Director in June 1996 and was appointed Senior Independent Director in February 2000.
He is a Non-executive Director of Abacus Group plc and has held a number of other public company directorships. These include being
an Executive Director of RMC Group plc from 1997 to 2003, an Executive Director of Hepworth plc from 1991 to 1997 and Finance Director
of Foseco plc from 1987 to 1990.
Michael McTighe
Mike, aged 50, was appointed a Non-executive Director on 3 June 2001. He has held a number of directorships, and is currently Chairman
of a number of private equity-backed companies and, in addition, is a Director of London Metal Exchange Holdings Ltd, and a Non-
executive Director of Alliance & Leicester plc. Mike also advises a number of private equity partnerships. Previously he was Chairman &
CEO of Carrier1 International SA, and before that Executive Director & Chief Executive, Global Operations of Cable & Wireless plc. Prior to
these experiences, Mike spent 5 years with Philips of the Netherlands, 5 years with Motorola, and 10 years with GE. 
Robert Fleming, David Hood and Michael McTighe will retire by rotation at the Annual General Meeting of the Company. Robert Fleming
and Michael McTighe will offer themselves for re-election. David Hood has chosen not to seek re-election and will therefore retire on 8
September 2004. David Brocksom, having been appointed by the Board subsequent to the date of the last AGM, will hold office until the
forthcoming AGM and will then offer himself for election at that meeting. Details of the executive directors’ service contracts are disclosed
on page 34.
26
Pace Micro Technology plc  Report & Accounts 2004
Report of the directors Continued Report of the directors Continued
27
Pace Micro Technology plc  Report & Accounts 2004
Payment to suppliers
It is the policy of the Group to agree terms and conditions for its business transactions with suppliers. Payment is made in accordance with
those terms, subject to the other terms and conditions being met by the supplier. The Group does not follow any code or standard on
payment practice. Creditor days at the end of the year for the Group were 40 days (2003: 42 days) and for the Company were 44 days
(2003: 41 days).
Research and development
The directors regard it as fundamental to the future success of the Group to engage in a substantial ongoing programme of research and
development of new products, spending £21.3 million (2003: £27.1million) during the year.
Donations
During the year the Group donated £35,442 (2003: £34,900) to charitable causes. No political donations were made. Further details of the
charitable and community-related activities of the Group are given on page 30.
Corporate governance
The Combined Code on Corporate Governance issued by the Financial Services Authority, in its capacity as the competent authority for
listing in the United Kingdom, establishes Principles of Good Governance. The directors believe that the Company has complied throughout
the year with Section 1 of the Combined Code. The Board confirms that it has established the procedures necessary to implement the
guidance "Internal Control: Guidance for Directors on the Combined Code" and that there is an ongoing process for identifying, evaluating
and managing the significant risks faced by the Company.
The Board is aware of the guidance contained in the revised Code on Corporate Governance, which will apply to the Company next year.
The Board has commenced a review to consider the impact of the revised Code.
Board committees
The Group is controlled through the Board of Directors, which comprises three executive and six non-executive directors who bring a wide
range of skills and experience to the Board. Biographical details of all directors are to be found on page 26. The Chairman, Sir Michael Bett,
is mainly responsible for the running of the Board. The responsibilities of the Chief Executive, John Dyson, focus on running the Group’s
business and implementing Group strategy. The Chief Executive is assisted in managing the business on a day-to-day basis by the
Executive Committee as further described below. All the non-executive directors are independent of management and make a significant
contribution to the functioning of the Board. In addition, the Board has appointed Bob Lambourne as the Senior Independent Director. All
directors are able to take independent professional advice at the Company’s expense in the furtherance of their duties, if necessary. All
directors, in accordance with the Combined Code, submit themselves for re-election at least once every three years. 
The Board has a formal schedule of matters specifically reserved to it and normally meets monthly. It is responsible for overall Group
strategy, acquisition and divestment policy, approval of major capital expenditure projects and consideration of significant financing matters.
It reviews the strategic direction of the Group and conducts formal strategy reviews together with other senior executives within the Group
twice a year. The Board has established the following committees, each of which has written terms of reference, which specify its authority and 
duties:
 The Audit Committee comprises non-executive directors: Sir Michael Bett, Marvin Jones, Mike McTighe and is chaired by Bob
Lambourne. Rob Fleming served on the Committee throughout the year before resigning in June 2004. The Committee receives and
reviews reports from management and from the auditors relating to the interim and annual accounts and the control systems in use
throughout the Group. The Committee met four times during the year. Meetings are held by the Committee with the auditors without
executive management being present at least once a year.
 The Executive Committee is chaired by John Dyson as Chief Executive. The Committee generally meets twice monthly and
ensures that the strategy, plans and policies previously agreed or delegated by the Board are implemented.
The Executive Committee comprises the three executive directors together with the following senior executives:
Anthony Dixon Director of Legal Services
Callum Gordon Director of Engineering
Graham North Regional Director UK Sales
Steve Owens Director of Commercial Operations
Maggie Pedder Director of Personnel
John Spottiswood Director of Manufacturing and Supply Chain
Damien Wilkinson Group Financial Controller
 The Remuneration Committee is comprised of non-executive directors David Hood, Marvin Jones, Bob Lambourne and Mike
McTighe and is chaired by Sir Michael Bett. The Committee is responsible for setting the remuneration of the executive directors and
other members of the Executive Committee including making recommendations regarding the grant of share options. The members
of the Committee have no personal interest, other than as shareholders, in the matters to be decided, no potential conflicts of interest
arising from cross-directorships and no day-to-day involvement in the running of the business. The Committee met twice during the
year.
 The Nominations Committee comprises non-executive directors Rob Fleming, David Hood, Marvin Jones, Bob Lambourne and
Mike McTighe, together with John Dyson, and is chaired by Sir Michael Bett. Its purpose is to consider and make recommendations
to the Board regarding the appointment of new directors.
Directors’ remuneration
The Remuneration Committee reviews the performance of the executive directors and other members of the Executive Committee as a
prelude to recommending their annual remuneration, bonus awards and award of share options to the Board for final determination. The
final determinations are made by the Board as a whole but no director plays a part in any discussions concerning his own remuneration.
The Remuneration Report of the Directors to shareholders is set out on pages 32 to 39 and includes the remuneration policy of the
Company and details of directors’ incentive payments and the related performance criteria.
Accountability and audit
A detailed review of the performance of the Group’s business is contained in the Chief Executive’s Statement and the Finance Director’s
Review. These statements, together with the Chairman’s Statement and the Report of the Directors, are intended to present a balanced
assessment of the Group’s position and prospects. The directors’ responsibility for the financial statements is described on page 40 and
the responsibilities of the auditors are described on page 41.
28
Pace Micro Technology plc  Report & Accounts 2004
Report of the directors Continued Report of the directors Continued
29
Pace Micro Technology plc  Report & Accounts 2004
Internal controls
Overall responsibility for the Group’s system of internal control rests with the Board of Directors. The Board has delegated certain of its
powers to the Audit Committee to review the effectiveness of the systems of control and to receive reports from the auditors and from the
management relating to the interim and annual accounts and the control systems in use throughout the Group.
During the year and up to the date of this report, the Board carried out a review of the effectiveness of the Group’s internal controls. The
reviews were undertaken in accordance with the Joint Working Group’s guidance under the following headings and were aimed at clearly
identifying the systems already in place and the action plans necessary to improve areas of control weakness.
 The control environment
Subject to those powers and limits of authority reserved by the Board, and to the Group policies and guidelines they have
established, the conduct of the business of the Group is delegated within a clearly defined organisational structure and approved
level of authority. The Board has also adopted a Code of Business Ethics, which has been incorporated into the Employee Handbook
issued to all employees.
 Risk assessment
The directors and senior managers are responsible for identifying and monitoring sources of potential business risk and financial
risk, and for taking such preventative and protective actions as they consider necessary to manage effectively such risks. During the
year a risk assessment review of the Group’s business has been conducted in conjunction with the Executive Committee. The
Board has received and considered this review as part of an annual risk and control assessment.
The Group’s systems are designed to identify and manage rather than eliminate significant business risks, including the risk of failure
to achieve business objectives and can only provide reasonable not absolute assurance against material misstatement or loss. During
the year the Group has continued its risk management initiatives, which are embedding the principles of risk awareness and
management further into the Group’s processes.
Business risks are identified, evaluated and managed through functional line management reporting to divisional meetings, twice-
monthly Executive Committee meetings and Board meetings as appropriate. Each member of the Executive Committee is required to 
highlight and report on any significant business risks identified within their sphere of responsibility.
The key business risks associated with the timely completion of long-term development projects and on-going business risks,
including alleged infringement of third party intellectual property rights, are managed by cross-functional teams of senior employees.
Business continuity plans addressing physical risks to the Group’s development sites are reviewed and updated at least annually.
Company-wide initiatives have been launched, including Continuous Improvement and the Pace Reliability Council, with a view to
attaining the highest standards in quality and reliability from design to manufacture and beyond.
 Financial control and information systems
The Group’s strategic direction is reviewed regularly by the Board and plans, budgets and performance targets are reviewed and
approved at least annually. Directors receive monthly summaries of financial results which compare actual performance with targets,
together with detailed management reports that identify the reasons for variances and the progress achieved. Forecasts are revised
on a regular basis in line with actual and expected performance.
 Control procedures
Financial control procedures have been developed for all of the main business functions and have been documented in a procedures
manual. Authorisation limits for purchases and capital expenditure are clearly specified and procedures are in place for minimising
exposure to potential weaknesses in the receipt, handling and despatch of goods. The Group’s Saltaire premises have received
accreditation for BSI ISO 9001: 2000 and during the year this has been extended to include the Boca Raton site in Florida.
 Monitoring systems
Monitoring of the internal control systems is carried out by designated employees on a periodic basis.
Although no system of internal financial control can provide absolute assurance against material misstatement or loss, the Group’s
systems are designed to provide the directors with reasonable assurance that transactions are authorised and completely and
accurately recorded, that assets are safeguarded and that material errors, irregularities and actions contrary to Group policies and
directions are either prevented or promptly discovered. Going concern
The directors, having taken account of the Group’s net cash resources, available bank facilities and the factors referred to in note 1 to the
financial statements and having reviewed the Group’s budget and forecasts for the year to 31 May 2005, consider that the Group has
adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern
basis in preparing the financial statements.
Corporate social responsibility
Employment policies
The directors recognise the importance of the Group’s employees to its success and future development and are committed to providing
an environment that will attract, motivate and reward high quality employees. The Group continues to invest in a range of internal and
external initiatives to promote employee development. This commitment has been acknowledged by Investors in People (IIP) recognition.
Employees are kept informed of matters affecting them as employees and factors affecting the performance of the Group through
employee meetings/briefings and a Company newsletter, "Pacesetter". In the UK, meetings of the Employee Consultation Work Group, an
elected forum for the discussion of work related issues, are held with members of the Executive Committee at least four times per year.
The Group welcomes applications for employment from all sectors of the community and is striving to promote equality of opportunity in
employment regardless of age, sex, sexual orientation, disability or ethnic origin. It is the Group’s policy that training, career development
and promotion opportunities should be available to all employees. In the event that an employee becomes disabled, the Group makes
reasonable adjustments where any aspect of premises or working practices puts such a disabled employee at a substantial disadvantage
compared with a non-disabled employee.
Health and safety
The Group has an established Health and Safety Committee which conducts quarterly review meetings with Group safety representatives
regarding health and safety issues relevant to the Group’s business. Other safety-related committees also conduct periodic reviews of
specific work practices. These actions complement the Health and Safety Executive’s Working Well Together initiatives implemented by
the Company. The Company Health and Safety Officer has reported to the Board regarding health and safety matters at least twice during 
the year.
Site inspections and individual ergonomic risk assessments have been conducted in the UK by safety representatives and this has resulted
in several local workplace health and safety improvements. Generic and detailed risk assessments, chemical assessments and safe
systems of work guidance are maintained for the benefit of employees on the Company’s Intranet site.
The importance of ongoing health and safety awareness training for managers and safety representatives is recognised. As part of this
process safety representatives have had refresher training and during the year a further three health and safety representatives have
successfully completed the IOSH Managing Safely course. A Stress Awareness training package has been delivered to the majority of
briefing managers and a management system in respect of stress is under development.
The number of UK workplace accidents during the year was 27 (2003:18) none of which were reportable to the Health & Safety Executive.
A report concerning health and safety aspects of the Group's business and copies of specific Group safety policy documents can be
obtained from the Company Secretary.
Charitable and community support
The Group has an established Charitable Donations Committee comprising employees based at the Group’s premises in the UK and the
USA. The committee considers all requests for charitable and community project assistance within a financial budget and criteria approved
by the Board on an annual basis.
The Group’s support through the committee is focused on the local geographical area of Pace’s premises in Saltaire, Bracknell, Grenoble
and Boca Raton in Florida, as well as charitable and community initiatives of Group employees. The corporate charity policy is to support
local charities of benefit to the local area and people living close to each Group site.
During the year 148 requests for support were considered by the committee, 127 of these satisfying the criteria and receiving financial
support amounting to £35,442. The participation of employees of the Group in community and charitable activities outside work hours has
been encouraged with the provision of funds to match individual sponsorship raised.
Further details of the charitable and community donations made during the year and criteria for awards made by the Charitable Donations
Committee can be obtained from the Company Secretary.
30
Pace Micro Technology plc  Report & Accounts 2004
Report of the directors Continued Report of the directors Continued
31
Pace Micro Technology plc  Report & Accounts 2004
Environmental management
During the year the Company commissioned its second independent Environmental Report, prepared by consultants, Scott Wilson. The
Company has achieved certification to the international management standard ISO 14001 at its Saltaire and Florida sites and the Group
Enviromental Policy has been applied to all Pace sites worldwide.
The Company is a partner in the ENERGY STAR programme established by the United States Environmental Protection Agency, which sets
low power usage performance criteria for electrical products. The Company is also a signatory to the European Code of Conduct on Energy
Efficiency of Digital TV Service Systems and is committed to making reasonable efforts to ensure that these products are designed to
minimise energy consumption.
The Company has developed systems to monitor the proportion (by weight) of its products that is recyclable and procedures to ensure that
each product is checked for certain hazardous materials, in each case in anticipation of expected requirements of forthcoming EU
regulations. In addition, procedures have been implemented to require that the packaging the Company specifies in the design process is
recyclable. The Company is preparing for compliance with new environmental legislation including regulations to be implemented pursuant
to the Waste Electrical and Electronic Equipment (WEEE) directive and the Restriction of Hazardous Substances (RoHS) Directive.
The Company has developed supplier assessment and approval procedures to evaluate the environmental performance of its suppliers and
sub-contractors. Using the supplier assessment and approval process, the Company intends to influence environmental awareness of its
subcontractors and component vendors. Influenced by this Group initiative, the percentage of ISO14001 accredited component vendors
utilised has increased to 42%.
During the year the Company set environmental targets and achieved the following outcomes in respect of its chosen measures of
enviromental impact:
Objective 2002 2003 2004
CO
2
emission (tonnes) 4,170 3,000 2,371
Electricity (kWh) 4.7 million 3.5 million 3.1 million
Gas (kWh) 2.1 million 2.1 million 1.8 million
Water (m3/employee) 20.6 24.7 22.1
The Company is a member of the Yorkshire Wildlife Trust and during the year participated in the Yorkshire and Humber 6th Regional Index
of Environmental Engagement. This scheme is administered by Business in the Community and ranks companies in terms of their
environmental performance. In the 2004 index the Company was ranked at 12 out of 154 (2003 index: 23 out of 142).
A copy of the Group’s Environmental Policy Statement and the Environmental Report referred to above can be obtained from the Company
Secretary.
Auditors
KPMG Audit Plc held office as auditors during the year. A resolution for the re-appointment of KPMG Audit Plc will be proposed at the
forthcoming Annual General Meeting.
Relations with shareholders
The Board has continued to establish and maintain relationships with institutional shareholders and communicates with investors through
the Group’s web site (www.pace.co.uk). Shareholders are welcome to participate at the Annual General Meeting on 8 September 2004 at
which the Board will be available for questions.
Annual general meeting
The Annual General Meeting of the Company will be held on 8 September 2004 at the offices of ABN AMRO Hoare Govett, 250
Bishopsgate, London EC2M 4AA. Full details of the business to be transacted at the meeting will be set out in the Notice of Annual General
Meeting.
By order of the Board
Anthony J Dixon
Company Secretary
12 July 2004 The directors present their report to shareholders on pages 32 to 39 regarding remuneration matters in respect of the year ended 29 May
2004.
Remuneration committee
The Remuneration Committee (the "Committee") is responsible for setting the individual remuneration of the executive directors and other
members of the Executive Committee within the framework of the remuneration policy described below, which is set by the Board.
The Directors who were members of the Committee at any time during the period relevant to the year ending 29 May 2004 were Sir Michael
Bett, who acted as Chairman of the Committee, David Hood, Marvin Jones, Bob Lambourne and Mike McTighe. For guidance, the
Committee makes use of surveys of executive pay and knowledge of market rates. The Committee was assisted in its consideration of
remuneration matters by Maggie Pedder, Director of Personnel of the Group. Maggie Pedder was not appointed by the Committee.
Remuneration policy
The Board believes that it is necessary to ensure that the remuneration packages of the executive directors remain competitive in order to
attract, retain and motivate executive directors and senior managers of a high calibre and to reward them for performance. The policy is
for a significant proportion of executive directors’ total remuneration to be capable of being earned from variable, performance-based
incentives, through annual bonuses and share options. The objective of this policy is to provide rewards and incentives that reflect
corporate and individual performance and align management’s objectives directly with those of the Group.
The Board’s policy in relation to non-executive directors continues to be to pay fees which are competitive with the fees paid by comparable
quoted companies. Non-executive directors’ fees are determined by the Board as a whole within the limits set out in the Company’s Articles
of Association. Non-executive directors are not eligible for performance bonuses or pension contributions and do not participate in the
share option schemes.
The main components of senior executive remuneration derived from the Remuneration Policy, including performance-related elements,
are set out below. The Company does not currently expect its policy on directors’ remuneration for subsequent financial years to change
significantly.
Salary
Basic salary for each executive director is determined by the Committee, taking into account the performance of the individual and
information from independent sources on the rates of salary for comparable jobs. In setting senior executives’ salaries, the Committee also
takes into account pay and employment conditions in the Group as a whole.
Performance bonus
The Company established a non-pensionable performance-related bonus scheme for the executive directors and other key members of
management for the year ended 29 May 2004, which was based on the successful achievement of corporate and individual objectives.
The corporate objectives were linked to the interests of shareholders and the key measure therefore was the profitability of the Group for
the full financial year. Achievement of the bonus was dependent on the Group’s pre-tax profits (before exceptional items and certain
goodwill amortisation) exceeding £7 million with the capacity to earn additional bonus increments upon achievement of higher profit targets
up to a ceiling of £15 million. In addition, a number of individual personal objectives were set for each director and manager, which were
aligned with the objectives of the Group for the year. Since the minimum corporate objectives were not achieved there were no bonuses
awarded to the directors in respect of the year ended 29 May 2004. A similarly-structured performance-related bonus scheme for the
executive directors and other key senior executives is in effect in respect of the current financial year but with new pre-tax profit targets
set in July 2004. In each year the maximum bonus achievable by the executive directors in the event that all corporate and individual targets
are met is 100% of basic salary.
32
Pace Micro Technology plc  Report & Accounts 2004
Remuneration report Remuneration report Continued
33
Pace Micro Technology plc  Report & Accounts 2004
Benefits in kind
Each executive director is entitled to benefits such as the provision of a fully expensed company car plus fuel (or cash alternative), private
medical insurance, permanent health insurance and life insurance, in line with market practice. Neil Gaydon, who was based in the USA
throughout the financial year was, in addition, entitled to a non-pensionable overseas living allowance, payment of rental on a family home
in the USA, educational and associated expenses in respect of his children and international private medical insurance. With effect from
June 2004 these additional benefits ceased to be payable when Neil Gaydon returned to be based at the Group Head Office in Saltaire.
Pension contributions
In the year ended 29 May 2004, contributions were paid into the executive directors’ pension schemes at rates determined by the Board.
Contributions have continued to be paid during the current year at the rate of 15% of each director’s basic salary subject to Inland Revenue
limits. The Group does not operate any defined benefit schemes.
Share option schemes
The Board believes that share ownership encourages employees to contribute further towards improvements in the Group’s performance.
To this end, the following share option schemes have previously been established under which employees, including executive directors,
may obtain ordinary shares:
 A regular savings scheme (the "Sharesave Scheme"), which is open to directors and employees of the Group and under which options,
granted at an initial discount of up to 20% against the quoted market price, are normally exercisable on completion of a three-year
SAYE contract.
 An All Employee Share Ownership Plan ("AESOP") in terms prescribed by the legislation authorising such schemes. No shares have
yet been issued under the AESOP .
 An Inland Revenue Approved Discretionary Scheme (the "Approved Scheme") under which all employees, including full-time directors
of the Company or any subsidiary, who do not have and have not had within the previous twelve months a material interest in the
Company and are not within two years of retirement, are eligible to participate. Participation is at the discretion of the Board, acting in
accordance with the recommendations of the Committee. Under the Approved Scheme, options are granted at the prevailing quoted
market price and may usually be exercised between three and ten years from the date of the grant.
 An Unapproved Discretionary Scheme 1996 ("1996 Unapproved Scheme"), which is similar to the Approved Scheme, although certain
rules of the Approved Scheme are not included e.g. the exclusion of employees who have a material interest in the Company. No
options have been granted under this scheme since the adoption of the 2000 Unapproved Scheme.
 A Discretionary Unapproved Scheme 2000 ("2000 Unapproved Scheme"), adopted by the Group at the Extraordinary General Meeting
of the Company on 17 July 2000, which is open to all employees and full-time directors on the same basis as the 1996 Unapproved
Scheme, which it replaced. Under the 2000 Unapproved Scheme options are granted at the prevailing quoted market price and
become exercisable ("vest") as to 25% each anniversary after the grant over a four-year period. Under this scheme Basic Options may
be granted up to a limit such that unvested options may not exceed four times annual remuneration. For a category of up to 55 key
employees there is the ability to award options ("Super Options") above the limit for Basic Options. In the case of up to 40 senior 
employees, whose contribution is judged to be of key importance, Super Options may be granted up to a limit such that unvested
Super Options may not exceed four times annual remuneration; in the case of members of the Executive Committee and up to five
other key employees, the relevant limit is eight times annual remuneration; in the case of the Chief Executive, the relevant limit is ten
times annual remuneration. In granting options under the Approved Scheme and the 1996 and 2000 Unapproved Schemes, the Board may include objective
performance targets or other conditions as it thinks fit and has included such performance conditions based on growth in earnings per
share ("EPS") of 15% above the Retail Prices Index ("RPI") over a three-year period in all grants under the Approved Scheme and 1996
Unapproved Scheme until July 2000. Under the 2000 Unapproved Scheme performance conditions of 6% per annum and 20% per annum
compound above RPI have been applied to the grant of Basic Options and Super Options respectively thereunder. The Remuneration
Committee believes that EPS is the most appropriate measure of the Group’s underlying financial performance. In order to assess whether
the performance conditions have been met, the Committee will utilise the EPS derived from the audited financial statements of the
Company.
In addition, separate share option schemes have been established for the benefit of the Group’s US and French employees within the
authority given by shareholders at the Extraordinary General Meeting of the Company held on 17 July 2000. Both such schemes operate
within the overall limit on issue of new shares of 10% of the Company’s issued share capital applicable to all the Group’s employee share
schemes. The Pace Americas Sharesave Plan is based on the Sharesave Scheme rules and is designed to satisfy the US Internal Revenue
Service requirements for such saving-for-shares plans. The Pace Micro Technology plc French Share Option Scheme 2001 is based on
the UK Approved Scheme rules and satisfies the French statutory requirements, which provide favourable tax treatment for such schemes.
Service contracts
Company policy is that in normal circumstances executive directors’ notice periods should not exceed one year. Each of the executive
directors has a service contract with the Company. Each of these agreements is terminable by the Company on twelve months’ prior
written notice or by the relevant director on not less than six months’ prior written notice. At the option of the Company each agreement
may be terminated forthwith subject to the Company paying to the director a sum equivalent to 12 months’ salary and pension
contributions. The Remuneration Committee considers that compensation payments on termination of employment should depend on
individual circumstances. It is the Company’s policy to honour its obligations with regard to directors’ service agreements and where the
employment of a director is terminated in accordance with the aforementioned contractual process the Company will pay the sum specified
in the relevant service agreement as payable.
The service agreement of John Dyson was entered into on 10 October 1997 and subsequently amended on 1 January 2003 and 2 May
2003. The service agreement of Neil Gaydon was entered into on 28 November 2001 and subsequently amended on 21 December 2001
14 January 2003 and 22 November 2003. The service agreement of David Brocksom was entered into on 13 November 2003 and became
effective on 9 February 2004. Each of the aforementioned service agreements was amended on 14 June 2004 to give effect to the Group
salary review. Save for the notice periods referred to in the above paragraph, these contracts have no unexpired term.
The Company maintains directors’ and officers’ liability insurance in respect of senior employees including the directors. The consent of
the Board is required in the event that an executive director wishes to accept an external appointment. It has been the practice of the
Company to permit a director to retain non-executive fees arising from any such appointment.
34
Pace Micro Technology plc  Report & Accounts 2004
Remuneration report Continued Remuneration report Continued
35
Pace Micro Technology plc  Report & Accounts 2004
The auditors are required to report on the information disclosed on pages 35 to 37.
Directors’ remuneration
Total directors’ remuneration in respect of qualifying services for the year ended 29 May 2004 was as follows:
The remuneration of individual directors in respect of qualifying services for the year to 29 May 2004 is set out in the table below:
* Indicates remuneration referable only to period of the financial year since date of appointment to the Board.
** Figures for the financial year ended 31 May 2003 exclude remuneration of £312,000 and £205,000 paid to former directors Tim Fern and Malcolm Miller respectively and 
pension contributions of £12,000 and £22,000 for Mr Fern and Mr Miller respectively.
A summary of the benefits in kind provided to the executive directors is contained on page 33.
Pension
contributions
2003
£000
–
28
15
43
–
–
–
–
–
–
5*
2004
£000
7
30
15
52
–
–
–
–
–
–
52
Total
remuneration
2003
£000
–
252
246
498
61
25
25
44
25
25
703**
2004
£000
45
272
276
593
62
26
26
44
27
26
804
Benefits
in kind
£000
–
4
91
95
–
–
–
–
–
–
95
Salaries
and fees
£000
45
268
185
498
62
26
26
44
27
26
709
Executive Directors
David Brocksom*
John Dyson
Neil Gaydon
Non-executive Directors
Sir Michael Bett
Robert Fleming
David Hood
Marvin Jones
Bob Lambourne
Mike McTighe
2003
£000
204
1,016
–
77
1,297
2004
£000
211
593
–
52
856
Fees
Salaries, benefits in kind and termination payments
Performance-related bonuses
Pension contributions
703** 43** 36
Pace Micro Technology plc  Report & Accounts 2004
Remuneration report Continued
Directors’ interests in shares and share options
The interests of directors holding office at the year-end and those of their immediate families in the ordinary share capital of the Company
at 29 May 2004 and at the beginning of the year or date of appointment, if later, are set out below:
There were no changes in the directors’ interests in the ordinary share capital of the Company between 29 May 2004 and 11 July 2004.
Under option
–
–
1,488,881
–
824,946
–
–
–
–
Non 
Beneficial
–
–
–
29,188
–
29,188
–
–
–
Beneficial
343,300
–
191,586
8,850,990
7,462
44,457,769
156,824
14,500
20,000
Under option
–
250,000
1,501,655
–
837,720
–
–
–
–
Non
Beneficial
–
–
–
29,188
–
29,188
–
–
–
Beneficial
343,300
–
191,586
8,850,990
7,462
44,457,769
191,412
14,500
20,000
Sir Michael Bett
David Brocksom
John Dyson
Robert Fleming
Neil Gaydon
David Hood
Marvin Jones
Bob Lambourne
Mike McTighe
29 May 2004 1 June 2003 or Date of Appointment
Shares Shares Remuneration report Continued
37
Pace Micro Technology plc  Report & Accounts 2004
Share options
Details of the options over the ordinary shares of 5p each in the Company held by the directors who held office during the year were 
as follows:
No options were exercised by any of the directors during the year or during the previous financial year. 
The mid-market price of shares in the Company on 28 May 2004 (the last dealing day before the financial year end) was 51p. The lowest
and highest closing mid-market prices of shares in the Company during the year were 43.25p and 80.75p respectively.
Information concerning the performance conditions attached to the above options is contained on page 34.
To
15.02.14
15.02.14
23.07.11
16.11.04
06.07.09
16.07.10
20.01.13
01.05.13
16.07.10
31.03.06
30.09.06
31.03.07
30.09.07
16.07.10
23.09.08
06.07.09
23.07.11
20.01.13
23.07.11
20.01.13
31.03.06
30.09.06
31.03.07
30.09.07
From
16.02.07
16.02.05
24.07.04
17.11.00
07.07.02
17.07.01
21.01.04
02.05.04
17.07.01
01.10.05
01.04.06
01.10.06
01.04.07
17.07.03
24.09.01
07.07.02
24.07.02
21.01.04
24.07.02
21.01.04
01.10.05
01.04.06
01.10.06
01.04.07
Exercise
Price
78.0p
78.0p
375.0p
53.0p
200.0p
857.5p
20.0p
37.0p
857.5p
18.0p
14.5p
35.5p
60.0p
857.5p
64.0p
200.0p
375.0p
20.0p
375.0p
20.0p
18.0p
14.5p
35.5p
60.0p
At 29 May
2004
or Date of
Cessation
38,461
211,539
8,000
259,434
150,000
17,492
500,000
500,000
32,507
14,000
7,448
9,633
3,141
3,498
75,000
75,000
93,252
7,023
56,748
492,977
14,000
7,448
9,633
3,141
Granted 
38,461
211,539
–
–
–
–
–
–
–
–
–
9,633
3,141
–
–
–
–
–
–
–
–
–
9,633
3,141
At 31 May 2003
or Date of
Appointment
–
–
8,000
259,434
150,000
17,492
500,000
500,000
32,507
14,000
7,448
–
–
3,498
75,000
75,000
93,252
7,023
56,748
492,977
14,000
7,448
–
–
David Brocksom
Approved Scheme
2000 Unapproved Scheme
John Dyson
Approved Scheme
1996 Unapproved Scheme
1996 Unapproved Scheme
2000 Unapproved Scheme
2000 Unapproved Scheme
2000 Unapproved Scheme
2000 Super Options
Sharesave Scheme
Sharesave Scheme
Sharesave Scheme
Sharesave Scheme
Neil Gaydon
Approved Scheme
1996 Unapproved Scheme
1996 Unapproved Scheme
2000 Unapproved Scheme
2000 Unapproved Scheme
2000 Super Option
2000 Super Option
Sharesave Scheme
Sharesave Scheme
Sharesave Scheme
Sharesave Scheme
Number of options
Exercise Period Employee trusts
The Company has established the Pace Micro Technology plc Employee Benefits Trust, which is capable of acquiring shares in the
Company in the market and using them for the purposes of satisfying new share options granted under the Company’s Share Option
Schemes. No shares were acquired by the Trust during the year.
During the year 30,000 options under the Company’s Share Option Schemes were exercised and satisfied by shares transferred by 
the Trust.
The Company has established the Pace QUEST (Qualifying Employee Share Trust), which is capable of acquiring shares in the Company
either through purchases in the market or allotment and of using any such shares for the purposes of satisfying options under the
Company’s Sharesave Scheme. No shares were acquired by the QUEST during the year.
During the year 205,493 options under the Company’s Sharesave Scheme were exercised and were satisfied by shares transferred by
the QUEST.
38
Pace Micro Technology plc  Report & Accounts 2004
Remuneration report Continued Remuneration report Continued
39
Pace Micro Technology plc  Report & Accounts 2004
Performance graph
Set out below is a performance graph showing the total shareholder return of the Company for the five financial years of the Company
ending 29 May 2004 compared to the total shareholder return of the FTSE Electronics and Electrical Equipment sector index which is
considered by the Board to be an appropriate benchmark index against which to compare the Company’s performance having regard to
the principal activities of the Group.
By order of the Board
Anthony J Dixon
Company Secretary
12 July 2004
100
200
300
400
500
600
1999 2000 2001 2002 2003 2004 The following statement, which should be read in conjunction with the Independent Auditors’ Report set out on page 41, is made for the
purpose of clarifying the respective responsibilities of the directors and auditors.
The directors are required by company law to prepare financial statements for each financial year which give a true and fair view of the
state of affairs of the Company and the Group, and of the profit or loss for that period. In preparing those financial statements, the directors
are required to:
 select suitable accounting policies and then apply them consistently;
 make judgements and estimates that are reasonable and prudent;
 state whether applicable accounting standards have been followed, subject to any material departures which are disclosed and
explained in the financial statements; and
 to prepare the financial statements on the going concern basis unless it is not appropriate to presume that the Group will continue in
business.
The directors are responsible for ensuring that proper accounting records are maintained, which disclose with reasonable accuracy at any
time the financial position of the Company, to enable them to ensure that the financial statements comply with the Companies Act 1985.
The directors have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Group and
to prevent and detect fraud and other irregularities.
40
Pace Micro Technology plc  Report & Accounts 2004
Statement of directors’ responsibilities Independent auditors’ report to the members
of Pace Micro Technology plc
41
Pace Micro Technology plc  Report & Accounts 2004
We have audited the financial statements on pages 43 to 63. We have also audited the information in the directors' remuneration report
that is described as having been audited.
This report is made solely to the Company's members, as a body, in accordance with section 235 of the Companies Act 1985. Our audit
work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an
auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other
than the Company and the Company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Respective responsibilities of directors and auditors
The directors are responsible for preparing the Annual Report and the directors' remuneration report. As described on page 40, this
includes responsibility for preparing the financial statements in accordance with applicable United Kingdom law and accounting standards.
Our responsibilities, as independent auditors, are established in the United Kingdom by statute, the Auditing Practices Board, the Listing
Rules of the Financial Services Authority, and by our profession's ethical guidance.
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
part of the directors' remuneration report to be audited 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 with the group is not disclosed.
We review whether the statements on page 27 reflect the Company's compliance with the seven provisions of the Combined Code
specified for our review by the Listing Rules, 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 form an opinion on the effectiveness of the Group's corporate governance procedures or
its risk and control procedures.
We read the other information contained in the Annual Report, including the corporate governance statement and the unaudited part of the
directors' remuneration report, and consider whether it is consistent with the audited financial statements. We consider the implications for
our report if we become aware of any apparent misstatements or material inconsistencies with the financial statements.
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 part of the directors' remuneration
report to be audited. 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 group'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 part of the directors' remuneration report to
be audited 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 and the part of the directors' remuneration
report to be audited.
Opinion
In our opinion:
 the financial statements give a true and fair view of the state of affairs of the Company and the Group as at 29 May 2004 and of the
profit of the Group for the year then ended; and
 the financial statements and the part of the directors' remuneration report to be audited have been properly prepared in accordance
with the Companies Act 1985.
KPMG Audit Plc
Chartered Accountants
Registered Auditor
Leeds
12 July 2004 42
Pace Micro Technology plc Report & Accounts 2004
statements
2004
financial
Contents
43 Financial statements
48 Notes to the financial statements
64 Five year record
65 Directors, secretary and advisers Consolidated profit and loss account
43
Pace Micro Technology plc  Report & Accounts 2004
For the year ended 29 May 2004
2004 2003
Note Before Exceptional Total Before Exceptional Total
exceptional item exceptional items
item (note 5) items (note 5)
£000 £000 £000 £000 £000 £000
Turnover 2 239,949 – 239,949 166,597 – 166,597
Cost of sales (194,425) – (194,425) (131,794) (2,542) (134,336)
Gross profit 45,524 – 45,524 34,803 (2,542) 32,261
Net operating expenses 4 (40,350) (1,500) (41,850) (52,257) (29,981) (82,238)
Operating profit/(loss) 5,174 (1,500) 3,674 (17,454) (32,523) (49,977)
Net interest receivable/(payable) and similar income/(charges) 6 206 – 206 (100) – (100)
Profit/(loss) on ordinary activities before taxation 3 5,380 (1,500) 3,880 (17,554) (32,523) (50,077)
Tax credit on profit/(loss) on ordinary activities 9 4,186 – 4,186 1,340 706 2,046
Retained profit/(loss) for the financial year 22 9,566 (1,500) 8,066 (16,214) (31,817) (48,031)
Basic earnings/(loss) per ordinary share 10 3.7p (22.0)p
Diluted earnings/(loss) per ordinary share 10 3.6p (22.0)p
Results before amortisation of goodwill and exceptional items
£000 £000
Operating profit/(loss) 5,738 (16,053)
Profit/(loss) on ordinary activities before taxation 5,944 (16,153)
Adjusted basic earnings/(loss) per ordinary share 10 4.6p (6.8)p
Adjusted diluted earnings/(loss) per ordinary share 10 4.5p (6.8)p
The accompanying accounting policies and notes form an integral part of these financial statements.
In both the current and preceding year the Group had no discontinued operations.  44
Pace Micro Technology plc  Report & Accounts 2004
Consolidated balance sheet
At 29 May 2004
Note 2004 2003
£000 £000 £000 £000
Fixed assets
Intangible 11 9,436 10,000
Tangible 11 7,010 10,269
Investments 12 2,436 2,515
18,882 22,784
Current assets
Stocks 13 10,006 15,967
Debtors 14 64,724 57,201
– due within one year 60,912 49,317
– due after more than one year 3,812 7,884
Cash at bank and in hand 20,705 13,410
95,435 86,578
Creditors: amounts falling due within one year 15 (41,378) (38,638)
Net current assets 54,057 47,940
Total assets less current liabilities 72,939 70,724
Creditors: amounts falling due after more than one year 16 (246) (288)
Provisions for liabilities and charges 19 (20,748) (26,331)
Net assets 51,945 44,105
Capital and reserves
Called up equity share capital 20 11,339 11,312
Share premium account 21 35,647 35,427
Profit and loss account 22 4,959 (2,634)
Total equity shareholders’ funds 51,945 44,105
These financial statements were approved by the Board of Directors on 12 July 2004 and were signed on its behalf by:
Sir Michael Bett - Non-executive Chairman
John Dyson - Chief Executive Company balance sheet
45
Pace Micro Technology plc  Report & Accounts 2004
At 29 May 2004
Note 2004 2003
£000 £000 £000 £000
Fixed assets
Tangible 11 5,530 7,536
Investments 12 17,575 20,496
23,105 28,032
Current assets
Stocks 13 7,200 6,695
Debtors 14 64,501 50,703
– due within one year 60,689 42,819
– due after more than one year 3,812 7,884
Cash at bank and in hand 19,201 13,364
90,902 70,762
Creditors: amounts falling due within one year 15 (42,446) (30,924)
Net current assets 48,456 39,838
Total assets less current liabilities 71,561 67,870
Provisions for liabilities and charges 19 (20,748) (23,364)
Net assets 50,813 44,506
Capital and reserves
Called up equity share capital 20 11,339 11,312
Share premium account 21 35,647 35,427
Profit and loss account 22 3,827 (2,233)
Total equity shareholders’ funds 50,813 44,506
These financial statements were approved by the Board of Directors on 12 July 2004 and were signed on its behalf by:
Sir Michael Bett - Non-executive Chairman
John Dyson - Chief Executive 46
Pace Micro Technology plc  Report & Accounts 2004
Consolidated cash flow statement
For the year ended 29 May 2004
Note 2004 2003
£000 £000
Net cash inflow from operating activities 24 14,165 32,093
Returns on investments and servicing of finance 25 136 (496)
Taxation 391 9,082
Capital expenditure and financial investment 25 (2,665) (2,001)
Acquisitions and disposals 25 (4,936) (5,000)
Equity dividends paid – (1,528)
Cash inflow before financing 7,091 32,150
Financing 25 204 (48)
Increase in cash in the year 7,295 32,102
Reconciliation of net cash flow to movement in net funds/(debt)
Note 2004 2003
£000 £000
Increase in cash in the year 7,295 32,102
Cash flow from decrease in debt 34 49
Movement in net funds in the year 7,329 32,151
Net funds/(debt) at start of year 13,077 (19,074)
Net funds at end of year 26 20,406 13,077 Consolidated statement of total recognised gains and losses
and reconciliation of movements in shareholders’ funds
47
Pace Micro Technology plc  Report & Accounts 2004
For the year ended 29 May 2004
Consolidated statement of total recognised gains and losses
2004 2003
£000 £000
Profit/(loss) for the year 8,066 (48,031)
Currency translation differences on foreign currency net investments (473) 576
Total recognised gains/(losses) relating to the year 7,593 (47,455)
Reconciliation of movements in shareholders’ funds
2004 2003
£000 £000
Retained profit/(loss) for the year 8,066 (48,031)
Other recognised gains and (losses) relating to the year (473) 576
Issue of ordinary share capital 247 1
Movement in shares to be issued – (10,000)
Net addition to/(reduction in) equity shareholders’ funds 7,840 (57,454)
Equity shareholders’ funds at start of year 44,105 101,559
Equity shareholders’ funds at end of year 51,945 44,105 48
Pace Micro Technology plc  Report & Accounts 2004
Notes
1 Accounting policies
The following accounting policies have been applied consistently in dealing with items which are considered material in relation to the
financial statements.
Basis of preparation
The financial statements have been prepared in accordance with applicable accounting standards and under the historical cost
convention.
Financial position and market conditions
The performance of the Group has improved in the year, with both a significant increase in turnover and an increased geographical
diversity of that turnover, coupled with a return to profit.
The Group ended the year with net cash balances of £20.4m, up from £13.1m at the end of the previous year and has recently
negotiated new uncommitted banking facilities in an amount of £20m, which are available until 30 September 2005.
Notwithstanding the above, the Board recognises that there remains continued risk in the digital broadcasting industry, with some
customers incurring losses as they implement their business plans and other customers reviewing the timing and nature of their
business plans. Lower selling prices continue to be a feature of this market.
The Board has built these circumstances into their working capital forecasts and has modelled various business scenarios. Based
on these, the Board has concluded it is appropriate to confirm the going concern basis of preparation for the financial statements.
Financial year end
The annual financial statements are drawn up to the Saturday nearest to 31 May. The current year’s financial statements are for the
52 weeks ended 29 May 2004 and the previous year’s financial statements are for the 52 weeks ended 31 May 2003. The annual
financial statements for the next period will be for a 53 week period ending 4 June 2005.
Basis of consolidation
The Group financial statements consolidate those of the Company and of its subsidiary undertakings (note 12) drawn up to 29 May
2004. Unless otherwise stated, the acquisition method of accounting has been adopted. Under this method the results of the
subsidiary undertakings acquired or disposed of in the year are included in the consolidated profit and loss account from the date of
acquisition or up to the date of disposal.
Depreciation
Depreciation is calculated to write down the cost less estimated residual value of all tangible fixed assets by equal annual instalments
over their expected useful lives. The periods generally applicable are:
Long leasehold properties Period of lease
Short leasehold properties Period of lease
Plant and machinery 1 - 10 years
Motor vehicles 4 years
Research and development
Research and development expenditure is charged to the profit and loss account in the year in which it is incurred. 
Stocks
Stocks are stated at the lower of cost and net realisable value. 
Deferred taxation
Deferred tax is recognised, without discounting, in respect of all timing differences between the treatment of certain items for taxation
and accounting purposes which have arisen but not reversed by the balance sheet date except as otherwise required by FRS 19
Deferred Tax.
Deferred tax assets are recognised only to the extent that they are expected to be recoverable and it is more likely than not that there
will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.
Goodwill
Purchased goodwill (both positive and negative) arising on consolidation in respect of acquisitions before 31 May 1998, when FRS
10 Goodwill and Intangible Assets was adopted, was written off to reserves in the year of acquisition. When a subsequent disposal
occurs any related goodwill previously written off to reserves is written back through the profit and loss account as part of the profit
or loss on disposal.
Purchased goodwill (representing the excess of the fair value of the consideration given and associated costs over the fair value of
the separable net assets acquired) arising on consolidation in respect of acquisitions since 31 May 1998 is capitalised. Positive
goodwill is amortised to nil by equal annual instalments over its estimated useful life, normally 20 years.
On the subsequent disposal or termination of a business acquired since 31 May 1998, the profit and loss on disposal or termination
is calculated after charging the unamortised amount of any related goodwill.
In the Company’s financial statements, investments in subsidiary undertakings are stated at cost (less provision for any impairment
in value). Notes continued
49
Pace Micro Technology plc  Report & Accounts 2004
1 Accounting policies continued
Accounting for employee share schemes
Interests in own shares held by the Pace Micro Technology plc Employee Benefits Trust are disclosed as a fixed asset investment at
cost, less any impairment in value in accordance with UITF No.13 (Accounting for ESOP Trusts). The Company has taken advantage
of the exemption available under UITF No.17 revised 2000 (Accounting for Employee Share Schemes) in respect of the 20% discount
against the quoted market price for the Sharesave Schemes and equivalent overseas schemes.
Asset impairment
Intangible and tangible fixed assets are tested for impairment when an event that might affect asset values has occurred. An
impairment loss is recognised to the extent that the carrying amount cannot be recovered either by selling the asset or by the
discounted future earnings from operating the assets. In each of the five years following an impairment review, where an intangible
fixed asset has been written down to a recoverable amount based on value in use, the cash flows achieved are compared with those
forecast and adjustments to the carrying value are made as necessary.
Foreign currencies
Transactions in foreign currencies are translated at the exchange rate ruling at the date of the transaction. Assets and liabilities
denominated in foreign currencies are translated at the rates of exchange ruling at the balance sheet date.
Exchange differences of a trading nature are dealt with in the profit and loss account. Exchange differences on the restatement of the
net investment in overseas subsidiaries and the difference between the profit and loss account translated at the average rate and the
closing rate are recorded as movements on reserves.
Financial instruments are used to reduce certain exposures to fluctuations in foreign exchange rates. If the instrument is used to hedge
a trading exposure then any gain or loss is dealt with in the profit and loss account in the period in which the trading exposure itself
is accounted for. Any gain or loss on an instrument used to hedge an exposure on the net investment in overseas subsidiaries is
recorded as a movement on reserves.
Pension contributions
The pension costs charged to the profit and loss account represent the amount of the contributions payable to various defined
contribution schemes during the year.
Leased assets
Assets held under finance leases and hire purchase contracts are capitalised in the balance sheet and depreciated over their expected
useful lives. The interest element of leasing payments represents a constant proportion of the capital balance outstanding and is
charged to the profit and loss account over the period of the lease.
All other leases are regarded as operating leases and the payments made under them are charged to the profit and loss account on
a straight line basis over the lease term.
2 Turnover
Turnover represents the invoiced value of goods sold and services provided in the year, stated exclusive of value added tax. 
The geographical analysis of turnover which arises from the principal activities is as follows:
Turnover by destination 2004 2003
£000 £000
United Kingdom 138,275 137,494
Continental Europe 56,812 9,806
Far East and Australasia 19,986 9,060
North America 22,252 9,911
Rest of the World 2,624 326
239,949 166,597
By origin Turnover Profit/(loss) before taxation Net assets
2004 2003 2004 2003 2004 2003
£000 £000 £000 £000 £000 £000
United Kingdom 226,766 154,775 3,526 (46,709) 45,368 38,493
Continental Europe 11,826 9,871 192 (3,523) 5,336 4,263
Far East and Australasia 1,357 1,620 162 (216) 1,241 704
Rest of the World – 331 – 371 – 645
239,949 166,597 3,880 (50,077) 51,945 44,105 50
Pace Micro Technology plc  Report & Accounts 2004
Notes continued
2 Turnover continued
The Group's principal activities are the development, design and distribution of digital receivers and receiver decoders, for the
reception of digital television and the reception/transmission of interactive services, telephony and high speed data. The Group also
provides support services and software applications to Multiple Service Operators, broadcasters, telecommunications companies
and retail markets worldwide. Each of these services may be delivered over  satellite, cable, terrestrial and IP network transmission
systems. 
3 Profit/(loss) on ordinary activities before taxation is stated after charging
2004 2003
£000 £000
Group auditors’ and their associates’ remuneration
- audit services 192 200
- taxation services 44 39
- other services 35 89
Company auditors’ and their associates’ remuneration
- audit services 176 187
Amortisation of goodwill 564 1,401
Depreciation of tangible fixed assets
- owned 5,317 6,303
Other operating lease rentals
- land and buildings 1,421 2,440
- land and buildings (exceptional charge - see note 5) – 1,958
- motor vehicles 192 373
Loss on disposal of tangible fixed assets 317 67
Exceptional loss on disposal of fixed assets (see note 5) – 528
4 Net operating expenses (before exceptional items)
2004 2003
£000 £000
Research and development expenditure 21,330 27,079
Administrative expenses 19,020 25,178
40,350 52,257 Notes continued
51
Pace Micro Technology plc  Report & Accounts 2004
5 Exceptional items
2004 2003
£000 £000
Cost regarding reference to Financial Services and Markets Tribunal 1,500 –
Restructuring costs – 5,900
Onerous contracts – 3,671
Impairment of own shares held in ESOP and QUEST – 1,500
Impairment of goodwill – 21,452
1,500 32,523
The Company is party to a reference to the Financial Services and Markets Tribunal. The Board considers it appropriate to make an
exceptional  charge within administrative expenses for costs, including legal fees, associated with this reference. The company is currently
in discussions with insurers in respect of potential recoveries of legal costs incurred in the year, which recoveries have not been included
in the charge.
In the prior year the following exceptional charges were made:
- restructuring costs related to redundancies, fixed asset and inventory write downs and office closures associated with the rationalisation
of the business.
- onerous contract commitments in respect of the future costs associated with vacant properties leased by the company and raw material
purchases arising from restructuring the IPTV division.
- a provision against the carrying value of shares held in the Pace Micro Technology plc Employee Benefits Trust and QUEST.
- a provision against the carrying value of goodwill attributable to the Group’s investment in Xcom Multimedia Communications SAS,
following an impairment review.
All of the current and prior year exceptional items are operating exceptional charges. 
6 Net interest receivable/(payable) and similar income/(charges)
2004 2003
£000 £000
Bank interest payable and other similar charges (117) (919)
Bank interest receivable 323 819
206 (100)
7 Remuneration of the directors
The remuneration, share options and pension entitlements of the directors are disclosed in the Remuneration Report on pages 32 to 39.
8 Staff numbers and costs
The average number of employees were: 2004 2003
Research and development 354 478
Administration 112 130
Sales and marketing 62 73
Manufacturing and operations 70 81
598 762
Staff costs: £000 £000
Wages and salaries 23,682 26,771
Social security costs 2,877 3,021
Other pension costs 857 1,111
Redundancy costs – 2,157
27,416 33,060 52
Pace Micro Technology plc  Report & Accounts 2004
Notes continued
9 Tax credit/(charge) on profit/(loss) on ordinary activities
The tax credit/(charge) is based on the profit/(loss) for the year and comprises: 2004 2003
£000 £000
Current tax:
Adjustments in respect of previous periods 8,214 –
Overseas tax 44 (300)
Total current tax credit/(charge) 8,258 (300)
Deferred tax:
Origination and reversal of timing differences (note 14) (4,072) 2,346
Tax credit on profit/(loss) on ordinary activities 4,186 2,046
Reconciliation of total current tax credit/(charge): 2004 2003
£000 £000
Profit/(loss) on ordinary activities before tax 3,880 (50,077)
Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax (30%) 1,164 (15,023)
Effects of:
Expenses not deductible for tax purposes including amortisation of goodwill 1,312 7,107
Deferred tax movements (current year)
Accelerated capital allowances 57 237
Trading losses recognised – 1,500
Tax losses carried forward – 7,226
Tax losses utilised in period (1,826) –
Research and development tax credit (782) (822)
Overseas tax not at 30% 31 75
Adjustments to tax charge in respect of previous periods (8,214) –
Current tax (credit)/charge for period (8,258) 300
The tax credit in respect of the exceptional items included within the above tax charge, amounts to £nil (2003: £706,000).
10 Earnings/(loss) per ordinary share
2004 2003
Basic and diluted earnings / (loss) per share pence pence
Basic earnings/(loss) per share before amortisation of goodwill and exceptional items 4.6 (6.8)
Effect of amortisation of goodwill (0.2) (0.6)
Effect of exceptional items (0.7) (14.6)
Basic earnings/(loss) per share 3.7 (22.0)
The calculation of basic earnings per share is based on profit for the year of £8,066,000 (2003: loss £48,031,000) divided by the
weighted average number of ordinary shares in issue of 218,497,203 (2003: 218,184,770), excluding shares held by the QUEST and
Employee Benefits Trust. Adjusted earnings per share before amortisation of goodwill and exceptional items is disclosed to indicate
the underlying profitability of the Group and is based on profit of £10,130,000 (2003: loss £14,813,000).
2004 2003
£000 £000
Earnings/(loss) before amortisation of goodwill and exceptional items 10,130 (14,813) 
Effect of amortisation of goodwill (564) (1,401)
Effect of exceptional items (1,500) (31,817)
Profit/(loss) for the year 8,066 (48,031) Notes continued
53
Pace Micro Technology plc  Report & Accounts 2004
10 Earnings/(loss) per ordinary share continued
2004 2003
Number of shares million million
Weighted average number of ordinary shares in issue during the year 218.5 218.2
Dilutive effect of options outstanding 6.8 2.0
Diluted weighted average number of ordinary shares in issue during the year 225.3 220.2
Diluted earnings/(loss) per ordinary share varies from basic earnings/(loss) per ordinary share due to the effect of the notional exercise of
outstanding share options. In the prior period, due to the Group having made a loss (being after amortisation of goodwill and exceptional
items) from its continuing operations, in accordance with the requirements of FRS 14, the diluted earnings per share amounts as measured
based on both before and after amortisation of goodwill and exceptional items are the same as the basic earnings per share amounts.
11 Fixed assets
Short
Long leasehold Tangible
Intangible leasehold land and Plant and Motor fixed assets
goodwill buildings buildings machinery vehicles Total
Group £000 £000 £000 £000 £000 £000
Cost
At 1 June 2003 55,068 651 4,696 40,474 59 45,880
Exchange adjustments – (51) (9) (287) – (347)
Additions – – 279 2,468 – 2,747
Retirement of assets (see below) – – (423) (16,860) – (17,283)
Disposals (19,383) – (93) (1,766) (29) (1,888)
At 29 May 2004 35,685 600 4,450 24,029 30 29,109
Amortisation/depreciation
At 1 June 2003 45,068 96 3,427 32,029 59 35,611
Exchange adjustments – (12) (3) (127) – (142)
Provided in the year 564 125 492 4,700 – 5,317
Retirement of assets (see below) – – (423) (16,860) – (17,283)
Disposals (19,383) – (48) (1,327) (29) (1,404)
At 29 May 2004 26,249 209 3,445 18,415 30 22,099
Net book amount at 29 May 2004 9,436 391 1,005 5,614 – 7,010
Net book amount at 31 May 2003 10,000 555 1,269 8,445 – 10,269
Company
Cost
At 1 June 2003 – 4,335 36,482 57 40,874
Additions – 278 2,357 – 2,635
Retirement of assets (see below) – (423) (16,860) – (17,283)
Disposals – (73) (968) (27) (1,068)
At 29 May 2004 – 4,117 21,011 30 25,158
Depreciation
At 1 June 2003 – 3,258 30,023 57 33,338
Provided in the year – 419 3,928 – 4,347
Retirement of assets (see below) – (423) (16,860) – (17,283)
Disposals – (26) (721) (27) (774)
At 29 May 2004 – 3,228 16,370 30 19,628
Net book amount at 29 May 2004 – 889 4,641 – 5,530
Net book amount at 31 May 2003 – 1,077 6,459 – 7,536
During the year a review has been carried out to remove from the fixed assets registers, fully written down fixed assets which are no
longer being used. Adjustments have been made to both cost and depreciation as a consequence. There is no profit or loss impact
from such adjustments. 54
Pace Micro Technology plc  Report & Accounts 2004
Notes continued
12 Fixed asset investments
Investments
Own other than
shares loans Total
Group £000 £000 £000
Cost at 1 June 2003 21,530 45 21,575
Vegastream Limited transfer (see note below) – 580 580
Disposal on exercise of share options (80) – (80)
Cost at 29 May 2004 21,450 625 22,075
Provision at 1 June 2003 (19,015) (45) (19,060)
Movement in period 1 (580) (579)
Provision at 29 May 2004 (19,014) (625) (19,639)
Net book value at 29 May 2004 2,436 – 2,436
Net book value at 31 May 2003 2,515 – 2,515
Intra-Shares Investments
group in group Own other than
loans undertakings shares loans Total
Company £000 £000 £000 £000 £000
Cost at 1 June 2003 65,945 6,174 21,530 45 93,694
Additions – 18 – – 18
Disposal on exercise of share options – – (80) – (80)
Liquidation of subsidiaries – (53) – – (53)
Cost at 29 May 2004 65,945 6,139 21,450 45 93,579
Provision at 1 June 2003 (54,138) – (19,015) (45) (73,198)
Movement in period (2,807) – 1 – (2,806)
Provision at 29 May 2004 (56,945) – (19,014) (45) (76,004)
Net book value at 29 May 2004 9,000 6,139 2,436 – 17,575
Net book value at 31 May 2003 11,807 6,174 2,515 – 20,496
Investments in own shares comprise £2,436,000 (2003: £2,515,000) in respect of 7,806,338 (2003: 8,041,831) of the Company’s own
shares held by the Pace Micro Technology plc Employee Benefits Trust and the QUEST. The amounts will be recovered from
employees on the exercise of options. 
The Pace Micro Technology plc Employee Benefits Trust has granted options to employees (including directors’ options) over ordinary
shares of 5p each as follows:
Number of ordinary Price per share
shares subject to option Exercise period pence
982,294 24 September 2001 to 23 September 2008 64.0
790,919 26 January 2002 to 25 January 2009 84.5
665,000 7 July 2002 to 6 July 2009 200.0
3,174 20 March 2003 to 19 March 2010 945.0
181,035 17 July 2001 to 16 July 2010 857.5
883,875 29 January 2002 to 28 January 2011 610.0
364,000 24 July 2002 to 23 July 2011 375.0
1,000,000 21 January 2004 to 20 January 2013 20.0
500,000 2 May 2004 to 1 May 2013 37.0
2,370,000 26 August 2004 to 25 August 2013 51.0
250,000 16 February 2005 to 15 February 2014 78.0
7,990,297 Notes continued
55
Pace Micro Technology plc  Report & Accounts 2004
12 Fixed asset investments continued
The QUEST has acquired shares in the Company, either through purchase in the market or by allotment, for the purpose of satisfying
the grant of options under the following Sharesave Schemes:
Number of ordinary Price per share
shares subject to option Exercise period pence
246 1 April 2004 to 30 September 2004 550.0
13,442 1 October 2004 to 31 March 2005 304.0
11,509 1 April 2005 to 30 September 2005 269.0
2,833,000 1 October 2005 to 31 March 2006 18.0
1,569,040 1 April 2006 to 30 September 2006 14.5
1,413,018 1 October 2006 to 31 March 2007 35.5
721,874 1 April 2007 to 30 September 2007 60.0
6,562,129
At 29 May 2004 the Company had a beneficial interest in the equity of the following subsidiary undertakings:
Percentage Country of Country of Class of share
holding incorporation operation capital held
EURL New Com Immobilier** 100% France France Ordinary
Pace Advanced Consumer Electronics Limited 100% UK UK Ordinary
Pace Asia Limited 100% Hong Kong Hong Kong Ordinary
Pace Digital Italia srl 100% Italy Italy Ordinary
Pace Distribution GmbH 100% Germany Germany Ordinary
Pace Distribution (Overseas) Limited 100% UK UK Ordinary/Preference
Pace Micro Technology (HK) Limited 100% Hong Kong Hong Kong Ordinary
Pace Micro Technology (Australia) Pty Limited 100% Australia Australia Ordinary
Pace Micro Technology (Support Services) Limited*** 100% UK USA Ordinary
Pace Micro Technology (Asia Pacific) Limited* 100% Hong Kong Hong Kong Ordinary
SCI Les 9 Tilleuls** 100% France France Ordinary
Pace Europe SAS *** 100% France France Ordinary
Pace Micro Technology GmbH 100% Germany Germany Ordinary
Pace Micro Technology (Asia) Limited 100% Hong Kong Hong Kong Ordinary
* Denotes company owned by Pace Micro Technology (HK) Limited
** Denotes company owned by Pace Europe SAS
*** Denotes company owned by Pace Distribution (Overseas) Limited
Each of the subsidiary undertakings listed above have been consolidated in the Group’s financial statements.
On 11 September 2003 the Group disposed of 80% of its investment in VegaStream Limited, previously a wholly owned subsidiary.
The value of consideration received was £nil and there was no material gain or loss on disposal. The "Acquisitions and disposals"
item in the cash flow statement includes £562,000 representing the cash disposed of when the business was sold. This was
subsequently used by VegaStream Limited to settle balances owed to the Group at the date of disposal. The disposal did not have
a material effect on either the Group's profit or loss account or cash flow in the period. The remaining interest in VegaStream Limited
is shown within “Investments other than loans”.
13 Stocks
Group Company
2004 2003 2004 2003
£000 £000 £000 £000
Raw materials and consumable stores 5,388 8,521 3,328 1,771
Finished goods 4,618 7,446 3,872 4,924
10,006 15,967 7,200 6,695 56
Pace Micro Technology plc  Report & Accounts 2004
Notes continued
14 Debtors
Group Company 
2004 2003 2004 2003
£000 £000 £000 £000
Amounts falling due within one year:
Trade debtors 57,042 46,750 56,329 41,102
Amounts owed by subsidiary undertakings – – 932 7
Other debtors 2,686 1,138 2,616 748
Prepayments and accrued income 1,184 1,429 812 962
60,912 49,317 60,689 42,819
Amounts falling due after more than one year:
Deferred tax 3,812 7,884 3,812 7,884
64,724 57,201 64,501 50,703
Deferred tax assets have been recognised to the extent they are regarded as recoverable, in accordance with FRS 19. The following
table outlines the recognised and unrecognised deferred tax assets.
Recognised asset Unrecognised asset
2004 2003 2004 2003
Group £000 £000 £000 £000
Accelerated capital allowances 1,714 1,657 – –
Trading losses (see note below) 2,098 4,667 3,763 14,590
Other timing differences – 1,560 – –
3,812 7,884 3,763 14,590
As at 29 May 2004 the Company had recognised deferred tax assets as shown above and unrecognised deferred tax assets in
respect of trading losses of £3,763,000 (2003: £10,818,000).
15 Creditors: amounts falling due within one year
Group Company 
2004 2003 2004 2003
£000 £000 £000 £000
Bank loans and overdrafts (note 17) 53 45 – –
Trade creditors 32,256 20,114 33,098 15,820
Corporation tax 587 3,727 1,050 1,911
Social security and other taxes 2,300 3,505 2,715 4,304
Other creditors 938 6,305 865 4,910
Accruals 5,244 4,942 4,718 3,979
41,378 38,638 42,446 30,924
16 Creditors: amounts falling due after more than one year
Group
2004 2003
£000 £000
Bank loans (note 17) 246 288 Notes continued
57
Pace Micro Technology plc  Report & Accounts 2004
17 Borrowings
Borrowings consist mainly of bank loans and overdrafts:
Group Company
2004 2003 2004 2003
£000 £000 £000 £000
Within one year 53 45 – –
After one and within two years 53 6 – –
After two and within five years 160 152 – –
After five years 33 130 – –
299 333 – –
The banking facilities of £20 million (2003: £20 million) are available until 30 September 2005 on an uncommitted basis. The facility
is secured by a fixed and floating charge over the assets of Pace Micro Technology plc and its subsidiary undertakings.
18 Derivatives and other financial instruments
Short term debtors and creditors that meet the definition of a financial asset or liability respectively have been excluded from all the
following FRS 13 analysis, other than the currency risk exposures, as permitted by FRS 13. 
(a) Interest rate risk profile of financial assets
Floating rate Interest free Total
Currency £000 £000 £000
At 29 May 2004:
Sterling 12,778 6 12,784
US Dollar 5,525 – 5,525
Euro 2,526 – 2,526
Other 169 – 169
Total 20,998 6 21,004
At 31 May 2003:
Sterling 12,940 6 12,946
US Dollar 582 – 582
Other 134 – 134
13,656 6 13,662
The interest rates on Sterling, US Dollar, Euro and other floating rate financial assets are linked to the relevant bank base rates.
(b) Interest rate risk profile of financial liabilities
Floating rate Interest free Total
Currency £000 £000 £000
At 29 May 2004:
Euro 299 – 299
299 – 299
At 31 May 2003:
Euro 252 – 252
252 – 252
The interest rate on Euro floating rate financial liabilities is linked to the relevant bank base rate. 58
Pace Micro Technology plc  Report & Accounts 2004
Notes continued
18 Derivatives and other financial instruments continued
(c) Currency exposures
The table below shows the Group’s currency exposures that give rise to the net currency gains and losses recognised in the profit
and loss account. Such exposures comprise the monetary assets and monetary liabilities of the Group which are not
denominated in the operating or functional currency of the operating unit involved. 
Net foreign currency monetary assets/(liabilities)
US Dollar Euro Other Total
Functional currency of group operation £000 £000 £000 £000
At 29 May 2004:
Sterling (12,051) 11,106 (363) (1,308)
Euro 1,017 – (60) 957
Total (11,034) 11,106 (423) (351)
At 31 May 2003:
Sterling (5,992) (1,090) (27) (7,109)
Euro (801) – 180 (621)
Total (6,793) (1,090) 153 (7,730)
(d) Gains and losses on hedges
The majority of the Group’s production costs are denominated in US Dollars. The Group endeavours to obtain as much of its
income as possible in US Dollars but a significant proportion of income is currently received in Sterling or Euros.
The Group’s policy is to hedge forward progressively against movements in the value of foreign currencies, in respect of cash
receipts and payments expected over the next 6 months.
Outstanding foreign currency hedge contracts:
Sell Buy Average
Currency Currency Value Rate Maturity
At 29 May 2004: Sterling US Dollar $29m 1.7983 June - August 2004
Euro US Dollar $78.4m 1.1973 June - October 2004
At 31 May 2003: – – – – –
The unrealised loss on the above contracts in the current year amounted to £1,092,000 of which £87,000 was matched against
monetary assets and liabilities denominated in the respective currencies and recognised in the profit and loss account.
e) Fair value
Set out below is a comparison by category of book values and fair values of the financial assets and liabilities. The fair values are 
estimated by discounting the future cash flows to net present values using the prevailing market rates.
2004 2004 2003 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:
Cash and other liquid funds 20,705 20,705 13,410 13,410
Bank loans and overdrafts (299) (299) (333) (333)
Derivative financial instruments held 
to hedge the currency exposure:
Foreign exchange hedge contracts (87) (87) –– Notes continued
59
Pace Micro Technology plc  Report & Accounts 2004
19 Provisions for liabilities and charges
Royalties Onerous Warranties Corporation Total
under negotiation contracts tax
£000 £000 £000 £000 £000
Group
At 1 June 2003 10,491 3,671 2,082 10,087 26,331
Net (credit)/charge for the year (619) – 8,614 (4,727) 3,268
Utilised (2,008) (1,843) (5,000) – (8,851)
At 29 May 2004 7,864 1,828 5,696 5,360 20,748
Company 
At 1 June 2003 7,524 3,671 2,082 10,087 23,364
Net charge/(credit) for the year 2,348 – 8,614 (4,727) 6,235
Utilised (2,008) (1,843) (5,000) – (8,851)
At 29 May 2004 7,864 1,828 5,696 5,360 20,748
The owners of patents covering technology allegedly used by the Group have indicated claims for royalties relating to the Group’s
use (including past usage) of that technology. Whilst negotiations over these liabilities continue, they are not concluded. The directors
have made provision for the potential royalties payable based on the latest information available. Having taken legal advice, the Board
considers that there are defences available that should mitigate the amounts being sought. The Group will vigorously negotiate or
defend all claims but, in the absence of agreement, the amounts provided may prove to be different from the amounts at which the
potential liabilities are finally settled.
The directors consider that to disclose the amounts unused following the negotiation of royalty claims during the year would be
seriously prejudicial to other royalty claims currently under negotiation, in litigation or dispute. Accordingly the directors have
aggregated amounts released unused with additional provisions made in order to arrive at the net credit for the year shown above.
20 Share capital
2004 2003
Number £000 Number £000
Authorised
Ordinary shares of 5p each 300,000,000 15,000 300,000,000 15,000
Allotted, called up and fully paid
Ordinary shares of 5p each 226,771,249 11,339 226,249,327 11,312
During the year, the Company allotted Ordinary shares as follows:
Number Option price Nominal Consideration
per share value
(p) £000 £000
Employee share option schemes 61,904 15.8 3 10
175,625 64.0 9 113
2,833 18.0 – 1
150,000 70.0 8 105
131,560 14.0 7 18
521,922 27 247 60
Pace Micro Technology plc  Report & Accounts 2004
Notes continued
20 Share capital continued
The Company has granted options which are subsisting (including directors’ options and options granted prior to listing of the
Company) in respect of the following presently unissued ordinary shares of 5p each.
Number of ordinary Price per share
shares subject to option Exercise period pence
74,091 25 June 1999 to 24 June 2006 190.0
35,000 19 August 2000 to 18 August 2007 42.5
25,000 19 August 2000 to 18 August 2004 42.5
259,434 17 November 2000 to 16 November 2004 53.0
505,000 7 July 2002 to 6 July 2009 200.0
654,647 11 January 2003 to 10 January 2010 599.5
181,482 17 July 2003 to 16 July 2010 857.5
300,031 17 July 2001 to 16 July 2010 857.5
7,500 21 August 2001 to 20 August 2010 835.0
48,080 29 January 2004 to 28 January 2011 610.0
222,721 29 January 2002 to 28 January 2011 610.0
6,141 1 June 2004 to 31 May 2011 488.5
297,000 24 July 2005 to 23 July 2011 375.0
1,115,453 24 July 2002 to 23 July 2011 375.0
455,066 24 July 2003 to 23 July 2011 375.0
75,987 18 January 2003 to 17 January 2012 357.0
68,139 18 January 2005 to 17 January 2012 357.0
1,664,684 22 October 2003 to 21 October 2012 15.75
584,616 22 October 2005 to 21 October 2012 15.75
170,000 22 October 2007 to 21 October 2012 15.75
50,000 26 August 2007 to 26 August 2013 51.0
330,000 26 August 2004 to 26 August 2013 51.0
100,000 26 January 2004 to 26 November 2013 58.0
100,000 3 February 2005 to 3 February 2014 75.0
7,330,072
The Pace Micro Technology plc Employee Benefits Trust has granted options over existing shares and the QUEST has acquired
shares to satisfy certain Sharesave options. Details of these additional options are shown in note 12.
21 Share premium account
£000
Group and Company
At 1 June 2003 35,427
Premium on allotments 220
At 29 May 2004 35,647
The shares allotted during the year are listed in note 20. Notes continued
61
Pace Micro Technology plc  Report & Accounts 2004
22 Profit and loss account
£000
Group
At 1 June 2003 (2,634)
Retained profit for the year 8,066
Exchange differences (473)
At 29 May 2004 4,959
£000
Company
At 1 June 2003 (2,233)
Retained profit for the year 6,060
At 29 May 2004 3,827
The cumulative total of goodwill written off directly against Group profit and loss reserves, in respect of acquisitions prior to 1 June
1998 when FRS10 (Goodwill and Intangible Assets) was adopted, amounts to £360,000 (2003: £360,000).
23 Profit for the year
The parent Company has taken advantage of Section 230 of the Companies Act 1985 and has not included its own profit and loss account
in these financial statements. The Group profit/(loss) includes a parent Company profit of £6,060,000 (2003: loss of £62,084,000).
24 Reconciliation of operating profit/(loss) to net cash inflow from operating activities
2004 2003
£000 £000
Operating profit/(loss) 3,674 (49,977)
Exceptional items not directly affecting cash flow – 32,523
Goodwill amortisation 564 1,401
Depreciation 5,317 6,303
Loss on disposal of tangible fixed assets 317 595
Decrease in stocks 5,961 30,752
(Increase)/decrease in debtors (11,540) 25,759
Increase/(decrease) in creditors 10,728 (15,714)
(Decrease)/increase in provisions for liabilities and charges (856) 451
Net cash inflow from operating activities 14,165 32,093 62
Pace Micro Technology plc  Report & Accounts 2004
Notes continued
25 Analysis of cash flows for headings netted in the cash flow statement
2004 2003
£000 £000
Returns on investments and servicing of finance
Interest received 152 831
Interest paid (16) (1,327)
Net cash inflow/(outflow) for returns on investments and servicing of finance 136 (496)
Capital expenditure and financial investment
Purchase of tangible fixed assets (2,747) (2,310)
Sale of tangible fixed assets 2 291
Exercise of employee share options 80 18
Net cash outflow for capital expenditure and financial investment (2,665) (2,001)
Acquisitions and disposals
Settlement of deferred consideration in respect of previous acquisitions (4,374) (5,000)
Net cash disposal with subsidiary (562) –
Net cash outflow for acquisitions and disposals (4,936) (5,000)
Financing
Issue of ordinary share capital 247 1
Repayment of subsidiary asset loans (43) (49)
Net cash inflow/(outflow) from financing 204 (48)
26 Analysis of change in net funds
At 1 June Cash At 29 May
2003 flow 2004
£000 £000 £000
Cash at bank and in hand 13,410 7,295 20,705
Debt due within one year (45) (8) (53)
Debt due after one year (288) 42 (246)
13,077 7,329 20,406
27 Capital commitments
Group and Company
2004 2003
£000 £000
Contracted but not provided for 1,086 1,222 Notes continued
63
Pace Micro Technology plc  Report & Accounts 2004
28 Pensions
The Company contributes to several defined contribution Group Personal Pension Plans, which all executive directors and employees
are entitled to join. At 29 May 2004 contributions of £Nil (2003: £Nil) were outstanding.
29 Leasing commitments
The following annual lease commitments are due within one year in respect of leases expiring: 
Group Company
2004 2003 2004 2003
£000 £000 £000 £000
Land and buildings
Within one year – 48 – –
Between two and five years 1,638 1,638 1,638 1,638
In five years or more 334 334 – –
1,972 2,020 1,638 1,638
Other
Within one year 34 – 34 –
Between two and five years 96 151 96 135
130 151 130 135
2,102 2,171 1,768 1,773
30 Contingent liability
The European Union has finalised the Waste Electrical and Electronic Directive which makes producers of electrical goods, including
set-top boxes, financially responsible for specified collection, recycling, treatment and disposal of past and future electronic products.
The directive must now be approved and implemented by individual European governments (such implementing legislation together
with the directive, the “WEEE legislation”). Under the WEEE legislation producers of electrical and electronic equipment are to be
financially responsible for such matters with effect from 13 August 2005. As it is likely that implementation of WEEE legislation will
vary significantly between individual European member states, it is not currently possible to estimate the Company’s existing liability
or future expenses resulting from such WEEE legislation. The Company will continue to assess its potential financial impact as the
European Union and its individual member states clarify specific requirements and policies. 64
Pace Micro Technology plc  Report & Accounts 2004
Five year record
2004 2003 2002 2001* 2000*
£000 £000 £000 £000 £000
Turnover 239,949 166,597 351,794 523,641 377,621
Profit/(loss) before tax 3,880 (50,077) (29,525) 38,068 23,972
Profit/(loss) before exceptional items and tax 5,380 (17,554) 10,427 42,597 27,272
Profit/(loss) after tax 8,066 (48,031) (34,842) 24,460 19,453
Diluted EPS/(LPS) 3.6p (22.0)p (16.1)p 11.1p 8.9p
Diluted EPS/(LPS) before exceptional items and goodwill amortisation 4.5p (6.8)p 2.9p 13.5p 10.0p
Net assets excluding goodwill 42,509 34,105 65,737 91,032 67,817
* The comparatives for financial years 2000 and 2001 have been restated to reflect the impact of adoption of FRS19 (Deferred Tax). Registered and 
Head Office
Victoria Road  
Saltaire  Shipley 
West Yorkshire  BD18 3LF
Registered Number 1672847
Registrars
Lloyds TSB Registrars
The Causeway 
Goring-by-Sea  Worthing 
West Sussex  BN99 6DA
Stockbrokers
Hoare Govett Limited
250 Bishopsgate 
London  EC2M 4AA
Credit Suisse First Boston 
20 Columbus Courtyard
London  E14 4DA
Auditors
KPMG Audit Plc
1 The Embankment  
Neville Street
Leeds  LS1 4DW
Principal Bankers
Barclays Bank plc
PO Box 190 
Barclays House  
6 East Parade 
Leeds  LS1 2UX
Directors
all of Victoria Road  
Saltaire  Shipley 
West Yorkshire  BD18 3LF
Sir Michael Bett Non-executive Chairman
John Howard Dyson Chief Executive
David Graham Brocksom Finance Director
Neil Gaydon Worldwide Sales & 
Marketing Director
Robert Arthur Fleming Non-executive Director
David Richard Hood Non-executive Director
Marvin Jones Non-executive Director
Robert Ernest Lambourne Non-executive Director
Robert Michael McTighe Non-executive Director
Company Secretary
Anthony John Dixon
Directors, secretary and advisers
65
Pace Micro Technology plc  Report & Accounts 2004 66
Pace Micro Technology plc  Report & Accounts 2004
Notes MKT-R&A2004
Pace Micro Technology plc
Victoria Road  Saltaire  Shipley
West Yorkshire  BD18 3LF  England
Tel +44 (0)1274 532000   
Fax +44 (0)1274 532010
www.pace.co.uk
Registered in England No 1672847
Pace and             are trademarks and/or registered trademarks of Pace Micro Technology plc.
®