CRESTON
plc
Annual Report & Accounts
2003 Page
Highlights 1
Directors’ Biographies 2
Chairman’s Statement 4
Chief Executive’s Overview 6
Review of the Marketing Sciences Group 9
Review of The Real Adventure 12
Review of EMO 14
Report of the Directors 16
Corporate Governance Report 18
Directors’ Remuneration Report 21
Report of the Independent Auditors 26
Consolidated Profit and Loss Account 28
Balance Sheets 29
Consolidated Cash Flow Statement 30
Consolidated Statement of Total Recognised Gains and Losses 31
Notes to the Financial Statements 32
Five Y ear Summary 49
Notice of Annual General Meeting 50
CONTENTS CRESTON plc Annual Report & Accounts 2003 1
In its second full year as a marketing services group, Creston’s strategy of organic and
acquisitive growth in tightly focused marketing services sectors is fully on track
• Turnover has increased by 90% to £18.6m (2002: £9.8m), an annualised
1)
rate of
some £24m.
• Organic growth remains strong at 14% with some 70% of turnover coming from
existing clients’ repeat business.
• Operating profits have increased to £1.2m (2002: £0.3m), an annualised rate
1)
of
some £1.6m.
• Profit before taxation increased by 341% to £0.9m (2002: £0.2m).
• Earnings per share have increased to 6.38p (2002: 1.23p).
• Proposed dividend per share has doubled to 1.4p (2002: 0.7p).
• Our most recent acquisition, EMO, was completed in a difficult market and has
already enhanced earnings.
• The Group now has a highly skilled and well-motivated team of 210 employees.
2002 2003 2003
Proforma (1)
25,000
20,000
15,000
10,000
5,000
0
Turnover £000
MSL Group TRA(1) EMO(1)
EMO TRA MSL Group
50%
40%
30%
20%
10%
0%
Turnover - Repeated/Contracted
2002 2003 2003
Proforma (1)
2,500
2,000
1,500
1,000
500
0
Operating Profit £000 excl central overheads
3,000 80%
70%
60%
FINANCIAL HIGHLIGHTS
for the year ended 31 March 2003
Note 1. Proforma numbers include the EMO Group on an annualised basis and are unaudited. CRESTON plc Annual Report & Accounts 2003 2
DIRECTORS BIOGRAPHIES
CHAIRMAN 
DAVID MARSHALL was appointed to
the Board in 1973, David Marshall
became Non-Executive Chairman in
November 1999 having previously
acted as Chairman from 1984 until
1993. He is Chairman of London
Finance & Investment Group P.L.C.
and Western Selection P.L.C., which is
a substantial shareholder in the
Company. David Marshall has been
Chairman of the Audit Committee,
Nominations Committee and
Remuneration Committee since 30
April 2000. Michael Robotham acts
as an Alternate Director for David
Marshall.
DAVID HANGER was appointed to
the Board of Creston Plc on 26
March 2001. He is a board director
of The Economist Group and is
Publisher of The Economist
Newspaper. He is a fellow of CAM,
Vice President of the International
Advertising Association, a Board
Director of the Advertising
Standards Board of Finance and a
Freeman of the City of London.
He is a member of the Audit
Committee, the Nominations
Committee and the Remuneration
Committee and is the senior
independent non-executive director.
PETER CUNARD was appointed to
the Board on 27 November 2001.
He has been in the communications
industry for over thirty years.
He founded what was to become
one of the fastest growing UK
consultancies, Granard
Communications, which was
acquired by Saatchi and Saatchi in
1986. He became Chief Executive
of their enlarged PR group,The
Rowland Company. He represented
the PR industry during this period
when he joined the Board of the
PRCA, the industry’s trade body.
He is a member of the Audit
Committee and the Remuneration
Committee.
NON-EXECUTIVE DIRECTORS CRESTON plc Annual Report & Accounts 2003 3
EXECUTIVE DIRECTORS
CHIEF EXECUTIVE
DON ELGIE was appointed Chief
Executive on 29 January 2001 to lead
the refocusing of Creston as a marketing
services group. He has over thirty
years’ experience in marketing services,
including developing companies
organically and by mergers and
acquisitions. He was a founder of the
Grandfield Rork Collins
Communications Group, which was
acquired by Saatchi & Saatchi, where he
went on to become UK and Europe
Operations Director. He is a member
of the Nominations Committee and the
Operating Board.
FINANCE DIRECTOR
TIM ALDERSON was appointed Finance
Director on 29 January 2001. He was
Finance Director of the Products and
Service Division of Thames Water Plc,
successfully completing its restructuring.
This followed his role as Corporate
Finance Manager for the Thames Water
Group for the previous five years when
he was responsible for acquisitions and
group financial controls. Latterly he was
a principal consultant of KPMG. He has
an MBA from London Business School
and an MA (Oxon). He is a member of
the Operating Board. CRESTON plc Annual Report & Accounts 2003 4
CHAIRMAN’S STATEMENT
In our second full year of trading as a marketing
services group, Creston has continued its strategy of
organic and acquisitive growth in tightly focused
marketing services sectors. In December 2002 Creston
made its third acquisition supporting this strategy. The
other Group companies continue to deliver organic
growth well above the relevant market sector average.
RESULTS
Group turnover was £18.6 million (2002: £9.8 million),
an increase of 90 per cent on the prior year, and gross
profit was £6.7 million (2002: £3.4 million) representing
a gross margin of 36 per cent. These results reflect not
only contributions from The Real Adventure Marketing
Communications Limited (“TRA”) for a full year and
EMO Group Limited (“EMO”) for four months, but they
also include strong organic growth by the Marketing
Sciences Group (“MSL”). Profit before taxation for the
year was £0.9 million (2002: £0.2 million), an increase of
over three times. This also reflects the increasing
operating leverage of spreading the head office costs
over an increasing number of operating companies.
Basic earnings per share were 6.38 pence (2002: 1.23
pence), some five times that of the previous year.
Annualised turnover for the Group is approximately £24m
and annualised operating profits of the operating
subsidiaries are approximately £2.5m before central
overheads.
DIVIDEND 
In line with the stated strategy of pursuing a progressive
dividend policy, the Board proposes to increase the
dividend for this year to 1.4 pence per share (2002: 0.7
pence per share). The cost to the Group of this
dividend is £157,000.
STRATEGY 
Creston’s strategy is to build an international marketing
services group which reflects the way the market is moving,
namely to having a one-to-one relationship with customers.
This strategy will be achieved by acquiring companies with a
record of strong organic growth and management who are
committed to further growth under the Creston “umbrella”.
REVIEW OF OPERATIONS
Our most recent acquisition was EMO, a group based in
Swindon and Bristol specialising in channel marketing, which
was completed in December 2002 and is already earnings
enhancing. Following this acquisition, Creston comprises
three marketing services companies: MSL – providing
quantitative and qualitative market research;TRA – providing
direct marketing and customer relationship marketing
(“CRM”) and EMO – providing marketing communications
and channel marketing. All of these companies have
demonstrated consistent organic growth over the year
under review despite difficult trading conditions.
Creston has focused on making acquisitions in resilient
sectors, hence its robust performance has been derived not CRESTON plc Annual Report & Accounts 2003 5
just from acquisitions but also from strong organic growth:
• MSL’s organic growth in operating profits has been 32 per
cent. Its resilience is in no small part due to a high
visibility of earnings from clients like Tesco and Unilever;
• TRA’s organic growth in operating profits has been 30 per
cent. Its resilience lies both in its high repeat revenues
and durable clients like Lloyds Black Horse, Pfizer and
Cow & Gate; and 
• EMO’s pro forma annualised growth in operating profits
has been 103 per cent for continuing businesses. Its
resilience lies in a high level of contracted revenue,
especially from the BMW Group, which includes BMW
(GB), MINI and Rolls Royce.
In view of this encouraging performance Creston’s long
term strategy remains unchanged, namely to become a
major player in marketing services by building on our
domestic base and by expanding overseas to become an
international company in the medium term.
EMPLOYEES 
It has been a further year of growth and the Group now has
210 employees, compared to 156 last year, in six locations in
the United Kingdom. I would like to thank the directors and
staff both new and old for their continued hard work, so self
evident with the excellent results achieved.
The one sad event this year has been the sudden death
of  Vincent Moran, a non-executive director of Creston,
on 10 August 2002. He was a strong supporter of
Creston’s refocus to a marketing services group and
was highly valued, not just for his business advice, but as
a friend. Our best wishes go to his widow Anne and
their children.
OUTLOOK 
We continue to actively identify and review acquisitions
that meet Creston’s criteria. Specifically, we have
identified complementary opportunities within market
research and marketing communications, including direct
marketing and CRM.We will bring specific proposals to
shareholders at the appropriate time. The creation of
synergies across the Group in terms of additional
income and efficiencies has begun to bear fruit. In spite
of the continued challenging economic environment,
Creston has begun the new financial year with a strong
performance from all subsidiaries. The Creston model
has proved to be robust and the Board believes that the
outlook for the Group remains highly positive.
I look forward to building on this year’s success, both
organically and through further acquisition.
David Marshall
Chairman
13 June 2003  CRESTON plc Annual Report & Accounts 2003 6
CHIEF EXECUTIVE’S OVERVIEW
The year to 31 March 2003 was Creston’s second full
year as a marketing services group. The Group has had
a very successful year and has achieved its operational
and financial objectives and the results confirm the good
progress that has been made. Both the main operating
companies, MSL and TRA, produced excellent results
demonstrating significant organic growth. EMO, acquired
in December 2002, also had a very encouraging first
four months as part of the Group.
The performance of the operating companies was
achieved in difficult market conditions and the Group
has considerably out-performed the marketing services
sector as a whole.
STRATEGY AND OBJECTIVES
Creston’s strategy remains to build the Group both
organically and through selective acquisitions to become
a substantial diversified marketing services group. It is
the Board’s objective that each element of the Group
will reflect the continued trend away from mass
marketing towards one-to-one marketing between
clients and customers.
The Board believes an important part of its strategy is
to build a broadly based group and to avoid over-
concentration in any one sector, thereby minimising risk.
At the current stage of development, it is the Board’s
intention to continue to avoid very cyclical sectors such
as above-the-line advertising. However, we will consider
acquisitions of companies that have demonstrated
strong organic growth in cyclical sectors. The Group will
consider potential acquisitions particularly in marketing
services sectors such as market research, direct
marketing, CRM and digital marketing.
Creston is committed to harnessing the entrepreneurial
skills of the vendors and senior management of its
operating subsidiaries. Creston encourages them to
deliver continued organic growth through exploitation
of their existing niche market positions and through
leveraging cross-selling opportunities that exist within
the Group. Creston is achieving this objective by
providing appropriate levels of incentivisation through
earn-out targets, payment of acquisition consideration
through both ordinary shares and cash, and competitive
remuneration packages.
CRESTON OPERATING BOARD
Creston has created an Operating Board, which reports
to the Board on a monthly basis, to review overall
strategy, performance, and acquisition opportunities and
to create synergy opportunities between the
subsidiaries. This is the key forum for the operational
management of the Group and the Board believes that
it is a vital element in harnessing the entrepreneurial
talent of the subsidiary managements’ expertise and
experience. CRESTON plc Annual Report & Accounts 2003 7
TRADING IN THE YEAR TO 31 MARCH 2003
As reported in the Chairman’s Statement, turnover for the
Group increased by 90 per cent compared to last year.
Operating profit increased by 307 per cent in the year to
31 March 2003. Each of the main operating subsidiaries
has generated a net contribution and all are budgeted to
do so in the forthcoming year.
MARKETING SCIENCES 
Turnover for MSL was £6.6 million (2002: £6.0 million),
a 10 per cent increase on the prior year, a particularly
strong performance when compared to the British
Market Research Association’s (“BMRA”) reported
growth of 2.6 per cent for 2002. Operating profit
increased by 32 per cent to £0.83 million (2002: £0.60
million).
MSL’s performance was underpinned by the fact that
over two-thirds of its turnover has been generated by
repeat business from existing clients. MSL provides a
wide range of quantitative and qualitative research
services to clients such as Tesco, Unilever and 
Kimberly-Clark.
Since the appointment of a new business development
director, MSTS is currently generating record levels of
new business enquiries. The Board anticipates that
MSTS will deliver further profitable growth in the year
to March 2004.
The Board has also taken the decision to close the US
joint venture,Visualiser Llc, because trading conditions
in the USA have remained extremely difficult. This will
affect the trading performance of MSL positively in
2004. The Visualizer intellectual property rights remain
with MSL.
THE REAL ADVENTURE 
Turnover for TRA was £8.6 million with operating profit
of £0.98 million. Although no directly comparable
figures are available because the agency was acquired in
November 2001 and its year end moved to 31 March,
proforma year-on-year turnover growth was 22 per
cent and operating profit growth was 30 per cent.
Repeat income from TRA’s client base represented 85
per cent of turnover, primarily a result of TRA’s close
working relationships with its clients and
implementation of proven strategies in direct and
customer relationship marketing. During the year, the
company recruited a further 10 employees. Significant
new work has been won from Pfizer Consumer
Healthcare, a new CRM campaign has been launched
for Cow & Gate, and the level and breadth of
contracted work for Lloyds TSB Black Horse Finance
has seen a significant increase with two new areas of
that business having been competitively pitched for and
won during the year. CRESTON plc Annual Report & Accounts 2003 8
CHIEF EXECUTIVE’S OVERVIEW continued
EMO
Creston acquired EMO on 2 December 2002 and the
results therefore reflect only four months’ trading.
Turnover for that period was £1.9 million and operating
profit was £0.23 million. Proforma year-on-year operating
profit growth excluding discontinued businesses was 103
per cent.
EMO manages all the UK dealer and sales channel
marketing programmes for BMW (GB). This work
includes both the MINI brands and the newly launched
Rolls Royce and covers all areas of automotive
marketing including new and used cars, servicing, parts
and financing. The EMO Group has also undertaken
significant work for Andreas Stihl in helping to increase
brand awareness and sales in the UK over the last five
years, in which time its sales have almost doubled. Sky
Rock Communications Limited (“Sky Rock”), another
member of the EMO Group, provides creative and
technical support to electronic communications
programmes on behalf of EMO’s clients. Other notable
clients of EMO include Intel Corporation (UK) and
George Wimpey.
EMO has shown consistent earnings growth over the
last three years and the Board has been encouraged by
their trading performance since acquisition.
OUTLOOK
I am pleased to report that the new financial year has
started well with performance comfortably ahead of
budget.
With the acquisition of EMO, the synergy opportunities
within the Group have increased. In particular,
opportunities exist to facilitate client referrals and
create joint products as well as to leverage the Group’s
specialist marketing skills within each business to
generate cross-selling opportunities. Referral
opportunities are already being seen across the Group
including clients such as Cow & Gate, PHH Arval,
Scottish Courage and Coca-Cola.
It is the Board’s intention to continue its acquisitions
strategy throughout the current financial year. However,
we believe that organic performance, including a full
year of EMO, will produce strong growth.
The Board believes that in just two years Creston has
established a significant platform within the marketing
services and communications sector to achieve
sustainable future growth and is confident of the future
prospects of the Group.
Don Elgie 
Chief Executive 
13 June 2003  CRESTON plc Annual Report & Accounts 2003 9
MSL is a full service international market research
consultancy. It was founded in 1977 and is jointly managed
by Paul Harrison and Keith Bates at its premises in
Winchester. Operating at the ‘premium’ end of the market
research spectrum, it offers a wide range of qualitative and
quantitative services. It has an impressive range of resources,
including a large national interviewer field force and full on-
line interviewing facilities.This enables it to supply its clients
with a comprehensive and tailor-made offer.
MSL has over 30 major blue chip clients operating across a
range of business and product sectors including the fast
moving consumer goods, durables, retail, social and
business-to-business markets. Much of the company’s
growth has been achieved organically through the efficient
delivery of high quality bespoke services, which appeal to
multinationals looking for consistency of approach.
SERVICES
Packmaster International quantitative pack testing 
Pricemaster Pricing research techniques
Brandmaster Price-branding relationship suite
Spacemaster Advanced fixtures/layout modelling for sales
effectiveness 
CADI Interactive design solution development 
Promomaster Below the line activity effectiveness evaluation
Strategist Study of market decision-making techniques
Countdown Early stage product volume estimation
Visualiser A virtual shopping research environment 
MSL is committed to further growth both through the
development of new services and carefully planned entry
into new research sectors.
In addition to the main MSL company, there is a specialist
subsidiary:
MOBILE SENSORY TESTING SERVICES LIMITED (“MSTS”)
MSTS offers its clients a complete product development
research service combining sensory profiling and consumer
testing. It was founded in 1982 and operates from new
offices in Westerham under Jerry Thomas, its Managing
Director.
MSTS has developed expertise in the areas of sensory
analysis and profiling of products, with a particular focus on
the food and drink sectors. The alcohol market, where
MSTS works for most of the main manufacturers, accounts
for the largest part of their business. The company
provides consultancy to many large multi-national
companies based both in the UK and abroad.
With its own in-house sensory facilities, MSTS has a panel
of around 100 experts, built up over many years on the
basis of their sensory abilities. It also works regularly with
a large pool of consumer interviewers and their
supervisors and has this year created a database of
consumer respondents for use in future studies (with
almost 1,000 to date). It has access to a large range of
DIRECTORS Keith Bates & Paul Harrison
REVIEW OF THE MARKETING SCIENCES GROUP CRESTON PLC Annual Reports & Accounts 2003 10
sophisticated analytical tools and mapping techniques,
which are utilised to add value to the data derived from
the panel.
MSL also founded a network to facilitate delivery of
international projects:
THE RESEARCH ALLIANCE
This worldwide network of 20 independent market
research companies was founded by MSL and its
secretariat operates from its offices. As nearly half of
MSL’s business is international,The Research Alliance
network enables it to conduct market research using its
branded services in most of the major markets of the
world. In the US MSL has been successful in recently
recruiting Lieberman, one of the largest privately owned
US research companies.
DEVELOPMENTS WITHIN THE MARKETING 
SCIENCES GROUP
New Client Wins
During the last financial year MSL has been aggressively
marketing its range of services and has won business from
some 20 new client companies. These include major
international corporations across a number of sectors as
well as UK retailers and financial institutions.
MSTS significantly expanded its client base during the
second half year and attracted 16 new clients to its
portfolio including household names such as Danone,
McCormicks, Whitbread Restaurants,Tropicana and Diageo.
Management Appointments
On 1 April 2003, as part of the planned management
succession, Paul Harrison became Chairman of MSL and
Keith Bates became Managing Director. Keith will continue
to build on the excellent progress of MSL so ably achieved
in partnership with Paul, who will become a non-executive
director on 30 November 2003.
On 6 May 2003 David Aldridge joined MSL as a director.
David has extensive experience of the market research
sector, particularly in the Far East where he set up the
Asian network for one of the largest market research
groups. He was more recently the Global Research
Director of Reckitt Benckiser.
Yvonne Taylor was appointed MSTS Business Development
Director in October 2002 and Mark Lifton was appointed
Client Services Director in May 2003.These two new
additions to the MSTS board will further strengthen it and
increase MSTS’s growth potential.
REVIEW OF THE MARKETING SCIENCES GROUP continued CRESTON PLC Annual Reports & Accounts 2003 11
Bacardi and the Bat device are registered trade marks of Bacardi & Company Ltd CRESTON PLC Annual Reports & Accounts 2003 12
REVIEW OF THE REAL ADVENTURE
The Real Adventure is a marketing communications
company. It was founded in 1991 by its Managing
Director Ben Cook and its Chairman Neil Kirkman.
Based in Bath, the agency currently employs 48 people.
The main focus is on CRM and relationship marketing,
including all strategic planning, creative and brand
development and implementation right through to IT
system design and build.
The agency has a predominantly blue chip national client
base across a wide range of markets including FMCG,
financial services, sport and leisure, pharmaceuticals and
the motor industry. It has enjoyed critical acclaim for
campaigns for brands as diverse as Bath Rugby Club, Cow
& Gate and The London Dungeons.
Being a planning-led agency,The Real Adventure is
structured so that along with the creative side of the
business, there is also a very strong data-analysis function.
This allows the agency not only to offer clients a high level
of strategic marketing consultancy and creative
development, but also to offer market and consumer
analysis through to campaign support, websites and
campaign evaluation systems.
By evaluating and understanding the lifetime values of its
clients’ customers and developing strategies to enhance
those values, the agency has been instrumental in
increasing the underlying profitability of its clients.
The agency recognises that only by providing measurable
business growth for its clients will it continue to enjoy
sustainable growth itself.
Since its inception,The Real Adventure has sought to
be amongst the first to understand and implement new
technology and new ideas as they have entered the
marketing arena and has been pro-active in ensuring
that clients gain competitive edge from being early
adopters and first to market with new techniques.
Examples of this approach include:
• developing and initiating one of the first web based
incentive programmes, introduced in 1995;
• being a leading exponent of the latest digital printing
techniques so as to produce highly individualised direct
mail; and
• being an early adopter of the technique of building
specific ‘positive brand experience’ elements into clients’
CRM programmes.
Over the past year the agency has employed ten new
staff members, has acquired extra office space, has won
significant incremental campaigns from a major new
client, Pfizer Consumer Healthcare, has launched a
ground-breaking CRM campaign for Cow & Gate and
has won pitches for additional business from two
companies within the Lloyds TSB group.
DIRECTORS Neil Kirkman & Ben Cook
THE REAL ADVENTURE MARKETING COMMUNICATIONS LIMITED CRESTON PLC Annual Reports & Accounts 2003 13 CRESTON PLC Annual Reports & Accounts 2003 14
REVIEW OF EMO
EMO is a marketing communications company specialising
in channel marketing. It was originally founded in 1986 as
an advertising and design company based in Swindon.
The company grew during the late 1980’s and early
1990’s pursuing a doctrine of integrated marketing
communications, ensuring seamless presentation of major
brands through a variety of different marketing
communications channels. Its Managing Director, Glenn
Orr, was one of the original founders.
The Group now includes two other companies, CTC and
Sky Rock Communications, based in shared premises in
Bristol. CTC is a brand positioning advertising agency,
concentrating on brand building activities for medium
sized companies in the UK market. Sky Rock
Communications is a new media, creative and technical
consultancy working in all areas of new electronic
customer communication.
There are a total of 61 employees across the three
companies, with 46 being based in the head office at
Highworth just outside Swindon, and 15 employed
between CTC and Sky Rock in Bristol.
Whilst each company pursues a slightly different market
positioning, there are many complementary and
overlapping areas. Major client companies continue to
consolidate and rationalise their brand communications,
requiring greater consistency and integration across all
aspects of customer contact. EMO, CTC and Sky Rock
have a key role to play in assisting their clients’ objectives,
particularly throughout the sales channels used by their
clients’ customers.
Key clients include BMW (GB) Limited for whom EMO
manages all the UK dealer and sales channel marketing
programmes. These include work for both the MINI
brand and the newly launched Rolls Royce, and cover all
areas of automotive marketing i.e. new cars, used cars,
servicing, parts and finance. CTC works extensively for
Andreas Stihl Limited, the leading professional and
domestic gardening and building equipment company.
Stihl was the inventor of the chain saw, and it has
embarked upon an ambitious strategy to both expand
brand awareness and increase sales over the next five
years. Sky Rock Communications works closely with
both of its sister companies, often providing the creative
and technical support to electronic communications
programmes on behalf of both EMO and CTC. In
addition, Sky Rock has great expertise in the media and
music industries and, having successfully built and
launched the new Robbie Williams website.
EMO has ambitious plans to use its channel-based
expertise in other key sectors and are likely to pursue
the integrated marketing communications ethos.
DIRECTORS Glenn Orr & Stuart Slocombe
EMO GROUP LIMITED CRESTON PLC Annual Reports & Accounts 2003 15
www.robbiewilliams.com CRESTON PLC Annual Report & Accounts 2003 16
REPORT OF THE DIRECTORS
The directors present their report together with the audited financial statements for the year ended 31 March 2003.
PRINCIPAL ACTIVITY
The Group is principally engaged in marketing services, as described in the Chairman’s Statement and Chief Executive’s
Overview.
RESULTS AND DIVIDENDS
The Group made a profit for the year after taxation of £715,000 (2002: £138,000). The directors are therefore
recommending the payment of a dividend of £157,000 which is equal to 1.4p per share. The dividend will be paid on
29 August 2003, subject to shareholder approval at the forthcoming AGM of the Company, to shareholders on the
register at the close of business on 25 July 2003.
The Board believes that it is appropriate to continue to implement the progressive dividend policy and proposes to
double the dividend in this the second full year of operation as a marketing services company. The much higher level of
dividend reflects the Board’s desire to reward our shareholders whilst at the same time recognising that our “buy and
build” strategy requires investment in funding of the existing business and on future acquisitions.
SHARE CAPITAL 
The Company issued no new Ordinary Shares during the period (2002: 1,583). £1,164,625 of Convertible Loan Notes
was issued as part of the Initial Consideration for the acquisition of EMO Group pursuant to the agreement dated 2
December 2002. If converted at 96p these Loan Notes would increase the number of shares in issue by 1,213,151.
Details are given in note 17.
DIRECTORS AND THEIR INTERESTS
The Company’s directors, all of whom served throughout the period, are detailed on pages 2 and 3 together with brief
biographies. Mr V J Moran served from the beginning of the year until his death on 10 August 2002.
Mr T B Alderson retires in accordance with the Articles of Association and being eligible offers himself for re-election.
The beneficial interests of the directors and their families in the share capital of the Company and in the Warrants
issued pursuant to the Circular of 4 January 2001 on 1 April 2002 and 31 March 2003 were as follows:
Ordinary shares Warrants
2003 2002 2003 2002
Mr D C Marshall  2,600 2,600 520 520
Mr T B Alderson 130,000 100,000 10,000 10,000
Mr P J Cunard  5,000 5,000 – –
Mr D H Elgie 505,203 505,203 48,955 48,955
Mr D J Hanger  7,000 7,000 – –
Mr Alderson purchased shares in the market during the year. There have been no changes in the interests of directors
between 1 April 2003 and the date of this report. Details of the directors’ interests in transactions are set out in note 27. CRESTON PLC Annual Report & Accounts 2003 17
REPORT OF THE DIRECTORS continued
The Company maintains directors’ and officers’ liability insurance.
SUBSTANTIAL INTERESTS
In addition to the shareholding of Mr D H Elgie shown above, at 29 May 2003 the Company was aware of the following
interests, which represented 3 per cent or more of the Company’s ordinary issued share capital:
Number of Percentage 
shares of capital
Mr T P King 2,241,098 20.0 
Western Selection P.L.C. 1,600,000 14.3 
The Estate of Mr V J Moran (Deceased) 1,540,363 13.7 
Mr P Harrison 812,500 7.2 
W and J Pension Fund 548,724 4.9 
Mr K Bates 541,667 4.8 
SPECIAL BUSINESS AT THE ANNUAL GENERAL MEETING
Shareholders will note from the Notice of Annual General Meeting on pages 50 and 51 that they are asked to consider
and, if thought fit, pass three resolutions as special business. The first two resolutions have become routine business at
the Annual General Meeting of most public companies and relate to:
• renewal of the authority for the directors to allot relevant securities (Resolution 6); and
• renewal of the powers for the directors to allot equity securities as if the pre-emption rights did not apply (Resolution 7).
In addition Resolution 8 proposes to amend Article 97 of the Company’s Articles of Association to remove the exemption
of a managing director or such executive director from the requirement to retire by rotation and his exclusion from being
taken into account in determining the rotation of retirement of directors. This change will align the provisions of the
Company’s Articles of Association with modern practice and corporate governance guidelines.
SUPPLIER PAYMENT POLICY
It is the Group’s intention to settle supplier invoices within a period of 60 days of their receipt. The number of creditor
days outstanding at 31 March 2003 was 47 days.
CHARITABLE CONTRIBUTIONS
Charitable contributions for the year amounted to £2,435 (2002: £1,829).
AUDITORS 
Grant Thornton offer themselves for reappointment as auditors in accordance with section 385 of the Companies Act 1985.
By Order of the Board 
City Group P.L.C.
Secretary 
13 June 2003 CRESTON PLC Annual Report & Accounts 2003 18
CORPORATE GOVERNANCE REPORT
The Board supports the Combined Code (“the Code”). The Board sets out its report below on how the Group has
applied the principles and whether it has complied with the Code during the year ended 31 March 2003. The Board has
noted that there are proposals to amend the Code following publication of the Higgs Review concerning the role and
effectiveness of non-executive directors and the Smith Report giving guidance on the subject of audit committees. The
Board will review the Group’s corporate governance procedures in the light of these reports and will make those
changes that are considered appropriate to the circumstances of the Group in due course.
THE BOARD OF DIRECTORS
During the year the Board comprised a Chairman, two executive directors and up to three other non-executive directors.
Mr V J Moran died tragically during the year and has not been replaced. All the non-executive directors consider
themselves to be independent and Mr D J Hanger is the senior independent non-executive director. The Board met on
six occasions during the year following a formal agenda. The Board is provided with information in a timely manner in a
form and quality that it considers appropriate to enable it to discharge its duties.
The separation of the Chairman’s role from the discharging of executive responsibilities has been clearly defined
throughout the year. The Chairman conducts Board and shareholder meetings and ensures that all directors are properly
briefed. The Chief Executive, supported by the Finance Director, is responsible for running the business and implementing
group strategy.
There is an agreed schedule of matters reserved for the Board’s decision, which comprises those matters considered
most significant to the Group in terms of financial impact and risk. All directors have access to advice from the Company
Secretary and independent professionals at the Company’s expense. Training is available for directors as necessary.
The appointment of directors is a formal process involving proposal by the Nominations Committee and the approval of
the whole Board. The Nominations Committee comprises Mr D C Marshall (Chairman), Mr D H Elgie, Mr D J Hanger
and Mr P J Cunard. All directors appointed by the Board are required to retire at the next annual general meeting and
may offer themselves for election. Non-executive directors are required to retire every three years and offer themselves
for re-election, which is not automatic.
RELATIONS WITH SHAREHOLDERS
The Company encourages meaningful dialogue with all shareholders. The directors are available for comment throughout
the year and at all general meetings of the Company. Creston values the views of its shareholders and recognises their
interest in the Company’s strategy and performance, Board membership and quality of management. It therefore has an
active programme to meet and make presentations to its current and potential shareholders to discuss objectives.
The AGM is used to communicate with private investors and they are encouraged to participate. The Chairman of the
Audit, Remuneration and Nomination Committees is available to answer questions. Separate resolutions are proposed on
each issue so that they can be given proper consideration and there is a resolution to approve the Annual Report and
Accounts. The Company counts all proxy votes and will indicate the level of proxies lodged on each resolution, after it
has been dealt with by a show of hands.
All shareholders can gain access to the Annual and Interim Reports, press articles and other information about the
Company through the Company’s website: www.creston.com. CRESTON PLC Annual Report & Accounts 2003 19
CORPORATE GOVERNANCE REPORT continued
ACCOUNTABILITY AND AUDIT
The Board presents a balanced and understandable assessment of the Group’s position and prospects in all interim and
price-sensitive reports and reports to regulators as well as in the information required to be presented by statutory
requirements.
The Audit Committee comprises Mr D C Marshall (Chairman), Mr D J Hanger and Mr P J Cunard. The auditors have
direct access to the Committee, which deals with the annual accounts, important audit, accounting and taxation matters
and compliance with legal requirements. It monitors the adequacy of the Group’s internal controls and accounting
policies. The Committee also considers the continuing appointment of the auditors and their fees. It ensures the
independence and objectivity of the external auditors. This includes reviewing the nature and extent of non-audit
services supplied by the external auditors to the Group, seeking to balance objectivity and value for money.
INTERNAL CONTROL
The Board has overall responsibility for the Group’s system of internal control. The risk management process and
systems of internal control are designed to manage rather than eliminate the risk of failures to achieve the Group’s
objectives. It should be recognised that such systems can only provide reasonable but not absolute assurance against
material misstatement or loss.
The Board has reviewed the effectiveness of the system of internal control for the year to 31 March 2003 and up to the
date of the signing of the Annual Report. Group Control Policies and Procedures covering all major areas of corporate
control have been developed and issued throughout the subsidiaries, including specific levels of delegated authority. The
Board will continue to develop and implement control procedures and the guidance set out in Internal Control
Guidance for directors on the Combined Code (the Turnbull Guidance), appropriate for its nature and scale and in any
future acquisitions.
The key features of the Group’s system of internal control are as follows:
• clearly defined organisational responsibilities and limits of authority, including a formal schedule of matters specifically 
reserved for decision by the Board;
• financial controls and review procedures;
• a comprehensive system for reporting financial and non-financial information to the Board including;
• preparation and approval of a three-year business plan
• preparation and approval of the annual budget
• detailed monthly group management accounts and commentary including projected business and any new risks
• a formal business acquisition investment appraisal process designed to monitor and control growth initiatives;
• insurance and risk management policies including a formal annual risk review report to the Board; and
• non-financial policies and procedures including Health & Safety, HR and information systems.
GOING CONCERN
The accounts have been prepared on the going concern basis as the Board, having considered the Group’s financial
projections, borrowing facilities and other relevant financial matters, is satisfied that on the date of approving the accounts
the Group has a reasonable expectation that it has the resources to continue in business for the foreseeable future. CRESTON PLC Annual Report & Accounts 2003 20
CORPORATE GOVERNANCE REPORT continued
DIRECTORS’ RESPONSIBILITIES
United Kingdom company law requires the directors to prepare financial statements for each financial year, which give a
true and fair view of the state of affairs of the Group and the Company at the end of the financial year and of the profit
or loss of the Group for that period. In preparing those accounts, the directors are required to:
• select suitable accounting policies and then apply them consistently;
• make judgements and estimates that are reasonable and prudent; and
• state whether applicable accounting standards have been followed, subject to any material departures disclosed and 
explained in the financial statements.
The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any
time the financial position of the Company and the Group to enable them to ensure the accounts comply with the
Companies Act 1985. They have a general responsibility for taking such steps as are reasonably open to them to
safeguard the assets of the Group and the Company and to prevent and detect fraud and other irregularities.
COMPLIANCE STATEMENT
The Board confirms that the Group has complied with the provisions of Section 1 of the Combined Code for the year
to 31 March 2003 with the following exceptions (the relevant provision is shown in brackets):
•the Chief Executive is not required by the Articles of Association to submit himself for re-election at regular intervals 
of at least every three years (A.6.2). However, he has a contract with a notice period of twelve months. A resolution 
is being put to the Annual General Meeting to amend the Articles of Association in this respect. CRESTON PLC Annual Report & Accounts 2003 21
DIRECTORS’ REMUNERATION REPORT 
The Board recognises that directors’ remuneration is of legitimate concern to shareholders and is committed to
following appropriate best practice for a company of our size. The Group operates within a competitive environment
that is subject to rapid commercial change. Its performance depends on the individual contributions of the directors
and employees and it believes in rewarding them appropriately for their role and incentivising them to achieve
exceptional results.
In accordance with Section 241A of the Companies Act 1985, the Board presents the Directors’ Remuneration Report
for shareholder approval. The following report is unaudited except where specified.
REMUNERATION COMMITTEE
The Remuneration Committee (the Committee) meets once a year, or as appropriate, and is responsible for making
recommendations to the Board on the general policy on remuneration of executive directors. The entire Board, on the
advice of the Committee, determines the terms of service contracts, salaries, bonus payments and pension and decides
on the grant of share options. The Committee also advises the Nominations Committee when considering recruitment
and termination packages. It carries out the policy on behalf of the Board.
For the year ended 31 March 2003 the Committee comprised Mr D C Marshall (Chairman), Mr V J Moran (until his
death on 10 August 2002), Mr D J Hanger and Mr P J Cunard. All members are non-executive directors and consider
themselves to be independent. None of them have any personal financial interest in the matters to be decided (other
than as shareholders), or any potential conflicts of interest arising from cross-directorships, or any day-to-day
involvement in running the business. A member of the Committee will attend the Annual General Meeting and will be
available to answer shareholders’ questions about directors’ remuneration.
As well as considering conditions in the Group as a whole, the Committee takes into account the position of the
Company relative to other comparable companies and is aware of what these companies are paying, though
comparisons are treated with caution to avoid an upward ratchet in remuneration. The Committee consults the Chief
Executive, has access to advice within the Company and obtains its own independent professional advice from outside
the Company. The consultants appointed by the Committee during the year were Independent Remuneration Solutions
and they were asked to provide information from specified comparator companies to the Committee in respect of
packages of the Chief Executive and the Finance Director.
Creston Total Shareholder Return v FTSE Small Cap Media Sector CRESTON PLC Annual Report & Accounts 2003 22
DIRECTORS’ REMUNERATION REPORT 
The above graph shows Creston plc’s Total Shareholder Return (TSR) performance compared to the TSR of the FTSE
Small Capitalisation Media and Entertainment index over the past five years. Creston was re-listed as a marketing
services company on 29 January 2001, having previously been a property company, and the Board therefore believes
that the comparator index is only of significance after this date. The Company believes this to be the most appropriate
index as it most accurately reflects the combination of size and sector. Creston is not itself a member of the index
being a member only of the FTSE Fledgling index, which as it contains all small companies regardless as to sector
classifications, is not considered to be as appropriate.
TSR is defined as the percentage change over the period in market price assuming the reinvestment of income and
funding of liabilities of the theoretical holding. TSR has been calculated on a one-month averaging basis in order to
reduce the volatility associated with spot prices.
REMUNERATION POLICY
The Committee seeks to ensure that the total remuneration received by executive directors is competitive and will
motivate them to perform at the highest level.
The remuneration of the non-executive directors is determined by the Board within the £50,000 limit set by the
Company’s Articles of Association.
BASIC SALARY AND BENEFITS 
The Committee reviews the basic salary and benefits packages of the executive directors annually, and will obtain the
assistance of an independent advisor, such as Independent Remuneration Solutions, as appropriate. In deciding upon
appropriate levels of remuneration the Committee believes that the Company should offer levels of base pay reflecting
individual responsibilities compared to similar jobs in comparable companies. The base pay comprises a total salary
package, allowing the executives to spend it as they choose rather than as determined by Company schemes. No
pension contributions are paid and no pension benefits are accrued in respect of directors under present arrangements.
Exceptional performance is rewarded through performance related pay.
ANNUAL BONUS PAYMENTS
The Committee establishes performance targets that are relevant and challenging, that increase the value of the Group,
and which must be met for an annual bonus to be paid. Performance-related award schemes have been established
which recognise the duties of the recipients. For the executive directors this is based on a combination of diluted EPS
growth of the Company and specific performance targets set by the Committee. The bonuses rise with performance
and the maximum related bonus that can be paid is 100% of basic annual salary for the Chief Executive and up to 50%
for other executives. The annual bonus payments are not pensionable.
SHARE OPTIONS
From time to time the Committee recommends to the Board that options should be granted under the Creston Share
Option Scheme. The Group’s policy on granting options is to grant them to executive directors and other employees
whose performance and potential contribution is judged to be important to the operations of the Group.
LONG TERM INCENTIVES
The Committee is considering these in the light of changing legislation, but has made no recommendations to adopt
long-term incentives to date. CRESTON PLC Annual Report & Accounts 2003 23
DIRECTORS’ REMUNERATION REPORT  continued
SERVICE CONTRACTS
The service contracts with the executive directors are for indefinite periods and they provide for a notice period not
exceeding one year, in keeping with current practice. The policy of the Company is that termination payments should
not exceed more than 12 months’ basic salary.
Executive Directors Date of contract Notice period 
Mr D H Elgie 29 January 2001 12 months 
Mr T B Alderson 29 January 2001 6 months   
Non-Executive Directors Date of Appointment 
Mr D C Marshall (as Chairman)     26 November 1999 
Mr P J Cunard  27 November 2001 
Mr D J Hanger 26 March 2001 
NON-EXECUTIVE DIRECTORS
The remuneration of the non-executive directors is determined annually by the Board with advice from Independent
Remuneration Solutions and set within the limits set out in the Articles of Association. Non-executive directors cannot
participate in any of the Company’s share option schemes, nor are they provided with any pension.
AUDITED INFORMATION
DIRECTORS’ REMUNERATION
The remuneration of the executive directors comprised:
Salary Performance Benefits Total Total
related bonus  
2003 2003 2003 2003 2002 
£ £ £ £ £ 
Mr D H Elgie 198,000 99,000 11,817 308,817 169,735 
Mr T B Alderson 120,000 38,000 465 158,465 105,230 
Mr D H Elgie’s salary for 2002 was £180,000 but he elected to forego £10,473. He also did not receive any bonus for
2002. Mr T B Alderson’s salary for 2002 was £100,000 but he elected to forego £5,000. He also received a
discretionary bonus for the period to 31 March 2002 of £10,000. Mr D H Elgie waived his entitlement to a bonus of
some £20,000 for 2003.
Mr D H Elgie has a service contract that can be terminated on one year’s notice by the Company or by the director. Mr
T B Alderson has a service contract that can be terminated on six months’ notice by the Company or by the director.
Both executive directors will be entitled to an annual bonus dependent on the Group’s annual growth in diluted earnings
per share limited to 100% of salary for Mr D H Elgie and 20% for Mr T B Alderson, who will also be entitled to a further
20% on achieving defined performance targets. The terms of the service contracts do not allow the executive directors
to engage in any other business outside the Company without prior written consent from the Committee. CRESTON PLC Annual Report & Accounts 2003 24
DIRECTORS’ REMUNERATION REPORT continued
The remuneration of the non-executive directors entirely comprised fees as follows:
2003 2002 
£ £ 
Mr D C Marshall 15,000 15,000 
Mr P J Cunard (appointed 27 November 2001) 11,600 3,447 
Mr D J Hanger 10,000 10,000 
Mr V J Moran (died 10 August 2002) 4,167 10,000 
The remuneration of the former non-executive directors comprised:
2003 2002 
£ £
Mr C S Bunker (resigned 24 July 2001) – – 
Mr J M Robotham (resigned 24 July 2001) – 3,333 
The total directors’ emoluments are £508,049 (2002: £316,745).
The fees for Mr D C Marshall were paid to City Group P.L.C. £1,600 fees for Mr P J Cunard were paid to Cunard
Communications Limited in respect of advice on and attendance at acquisition meetings on behalf of the Company in
addition to his fees as a director.
SHARE OPTIONS
The Company has an unapproved Inland Revenue share option scheme that was created in January 2001 as part of re-
launching the Company as a marketing services group, at which time the executive directors were awarded share
options. No further options have been granted.
Number of options 
Date from
At start At end of Exercise which Expiry
of year Granted Exercised year price  exercisable date
Mr D H Elgie 600,000 – – 600,000 96p 29.01.2004 29.01.2011 
Mr T B Alderson 106,000 – – 106,000 96p 29.01.2004 29.01.2011 
On 31 January 2001 options over a total of 600,000 Ordinary Shares were granted to Mr D H Elgie at an exercise price
of 96p under the Share Option Scheme, of which 520,000 (2002: 280,000) had vested at the year-end. These options
vest in 30 equal monthly amounts starting in February 2001. Mr D H Elgie will be granted additional options to
subscribe for a number of new Ordinary Shares equal to 5% of any new Ordinary Shares issued by the Company, up to
a maximum of 1,180,000 new Ordinary Shares.
On 31 January 2001 options over a total of 212,000 new Ordinary Shares were granted to Mr T B Alderson, at an
exercise price of 96p under the Share Option Scheme, of which 91,858 (2001: 49,462) had vested at the year end. Half
these options vest in 30 equal amounts starting in February 2001, the other half vest on 31 March 2004 or later subject
to the achievement of earnings growth above the industry norm. CRESTON PLC Annual Report & Accounts 2003 25
DIRECTORS’ REMUNERATION REPORT  continued
No options were awarded, exercised or lapsed in the year. No variation was made in the terms and conditions or
performance criteria of any share options during the year. The Company has no long-term incentive plans.
The mid-market price of the Ordinary Shares was 70p on 1 April 2002 and 45.5p on 31 March 2003, the first and last
trading days of the Creston financial year. During the period the share price ranged from 71.5p to 38.5p.
PENSIONS 
There are no Company contributions payable on behalf of the executive directors in respect of pensions.
David Marshall
On behalf of the Board
Chairman of the Remuneration Committee 
13 June 2003 CRESTON PLC Annual Report & Accounts 2003 26
REPORT OF THE INDEPENDENT AUDITORS TO
THE MEMBERS OF CRESTON PLC
We have audited the financial statements of Creston plc for the year ended 31 March 2003 which comprise the
consolidated profit and loss account, the balance sheets, the consolidated cash flow statement, the consolidated
statement of total recognised gains and losses and notes 1 to 27 to the financial statements. These financial statements
have been prepared under the accounting policies set out therein. We have also audited the information in the
Directors’ Remuneration Report that has been 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’ responsibilities for preparing the annual report and the financial statements in accordance with United
Kingdom law and accounting standards are set out in the statement of directors’ responsibilities in the Report of the
Directors.
Our responsibility is to audit the financial statements and the part of the Directors’ Remuneration Report that is audited
in accordance with relevant legal and regulatory requirements and United Kingdom auditing standards.
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 that is 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 or the Listing Rules
regarding directors’ remuneration and transactions with the Group is not disclosed.
We review whether the corporate governance statement reflects the Company’s compliance with the seven provisions
of the Combined Code specified for our review by the Listing Rules of the Financial Services Authority, and we report if
it does not. We are not required to consider whether the Board’s statements on internal control cover all risks and
controls, or form an opinion on the effectiveness of the Group’s corporate governance procedures or its risk and
control procedures.
We read other information contained in the annual report, and consider whether it is consistent with the audited
financial statements. This other information comprises only the Directors’ Biographies, the Chairman’s Statement, the
Chief Executive’s Overview, the Review sections, the Report of the Directors, the Corporate Governance Report, and
the unaudited part of the Directors’ Remuneration Report. We consider the implications for our report if we become
aware of any apparent misstatements or material inconsistencies with the financial statements. Our responsibilities do
not extend to any other information.
BASIS OF OPINION
We conducted our audit in accordance with United Kingdom 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 that is audited. It also includes an assessment of the CRESTON PLC Annual Report & Accounts 2003 27
REPORT OF THE INDEPENDENT AUDITORS TO THE
MEMBERS OF CRESTON PLC continued
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 Remuneration Report that is 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.
OPINION 
In our opinion:
• the financial statements give a true and fair view of the state of affairs of the Company and the Group at 
31 March 2003 and of the profit of the Group for the year then ended; and
• the financial statements and the part of the Directors’ Remuneration Report that is audited have been properly 
prepared in accordance with the Companies Act 1985.
Grant Thornton
Registered Auditors 
Chartered Accountants
Oxford
13 June 2003 CRESTON PLC Annual Report & Accounts 2003 28
CONSOLIDATED PROFIT & LOSS ACCOUNT
for the year ended 31 March 2003
Continuing operations
Acquisitions 2003 2002
Note £’000 £’000 £’000 £’000
Turnover 2 16,647 1,989 18,636 9,810
Cost of sales (10,599) (1,323) (11,922) (6,376)
Gross profit 6,048 666 6,714 3,434 
Administrative expenses (5,080) (433) (5,513) (3,139)  
Operating profit 968 233 1,201 295
Share of operating loss in joint venture  (78) (64) 
Profit on ordinary activities before interest 1,123 231
Net interest payable 5  (211) (24)
Profit on ordinary activities before taxation 3 912 207
Tax on profit on ordinary activities 6  (197) (69)
Profit for the financial year 715 138
Dividend 8  (157) (79)
Retained profit for the financial year 22 558 59 
Earnings per share 7  6.38p 1.23p
Diluted earnings per share 7  6.38p 1.23p 
The accompanying notes form an integral part of these financial statements. CRESTON PLC Annual Report & Accounts 2003 29
BALANCE SHEETS 
as at 31 March 2003
Group Company
2003 2002 2003 2002
Note £’000 £’000 £’000 £’000
Fixed assets 
Intangible assets 9 19,001 16,306 – –
Tangible fixed assets 10 670 265 50 68
Investments in joint ventures 
Share of gross assets 57 43 – –
Share of gross liabilities  (57) (75) – –
– (32) – – 
Other investments 11 – – 22,884 19,034  
19,671 16,539 22,934 19,102  
Current assets   
Stocks 13 474 351 – –
Debtors 14 5,299 3,771 72 348 
Cash at bank and in hand 15 2,424 6,004 810 5,289  
8,197 10,126 882 5,637  
Creditors: amounts falling due within one year 16 (5,929) (8,437) (1,662) (6,146)
Net current assets/(liabilities) 2,268 1,689 (780) (509)
Total assets less current liabilities 21,939 18,228 22,154 18,593
Creditors: amounts falling due after more  17 (11,403) (8,250) (11,411) (8,352) 
than one year
Net assets 10,536 9,978 10,743 10,241
Capital and reserves   
Called up share capital 21 1,122 1,122 1,122 1,122 
Share premium account 22 4,880 4,880 4,880 4,880 
Special reserve 22 2,385 2,385 2,385 2,385 
Other reserve 22 1,385 1,385 1,385 1,385 
Capital redemption reserve 22 72 72 72 72 
Profit and loss account 22 692 134 899 397 
Total equity shareholders’ funds 10,536 9,978 10,743 10,241
The accounts were approved by the Board of Directors on 13 June 2003
Tim Alderson 
Finance Director
13 June 2003
The accompanying notes form an integral part of these financial statements. CRESTON PLC Annual Report & Accounts 2003 30
CONSOLIDATED CASH FLOW STATEMENT
for the year ended 31 March 2003
2003 2002
Note £’000 £’000
Net cash inflow/(outflow) from operating 
activities 23 1,516 (241)    
Dividends received from joint venture – 39    
Returns on investments and servicing of finance 
Bank interest received  147 60 
Bank interest paid  (367) (75) 
Finance lease interest paid  (5) –
Net cash outflow from returns on investments
and servicing of finance (225) (15) 
Taxation (212) (337) 
Capital expenditure and financial investment 
Purchase of tangible fixed assets  (227) (120) 
Sale of tangible fixed assets  26 2 
Decrease in restricted cash deposits  4,089 500 
Net cash inflow from capital expenditure
and financial investment 3,888 382    
Acquisitions and disposals 
Purchase of subsidiary undertakings  (2,980) (1,767) 
Net cash acquired with subsidiaries  1,004 939 
Net cash outflow from acquisitions and disposals (1,976) (828) 
Equity dividends paid (79) –    
Net cash inflow/(outflow) before financing 2,912 (1,000)   
Financing 
Issue of share capital for cash consideration  – 1 
Receipt of bank loan  3,060 1,519 
Repayment of bank loan  (464) – 
Repayment of loan notes  (4,889) – 
New finance leases acquired 27 – 
Capital element of finance lease payments  (48) (18) 
Net cash (outflow)/inflow from financing (2,314) 1,502 
Increase in cash 24 598 502    
The accompanying notes form an integral part of these financial statements. CRESTON PLC Annual Report & Accounts 2003 31
CONSOLIDATED STATEMENT OF TOTAL
RECOGNISED GAINS AND LOSSES
for the year ended 31 March 2003
2003 2002
£’000 £’000
Profit for the financial year 715 138 
Prior year adjustment – 84 
Total gains and losses recognised since last annual report 715 222 
The accompanying notes form an integral part of these financial statements. CRESTON PLC Annual Report & Accounts 2003 32
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2003
1.ACCOUNTING POLICIES
Basis of preparation
The accounts have been prepared under the historical cost convention and in accordance with United Kingdom applicable
accounting standards up to and including Financial Reporting Standard (FRS) 19. The principal accounting policies of the
Group have remained unchanged from the previous year and are set out below.
Basis of consolidation
The Group financial statements consolidate those of the Company and of its subsidiaries up to 31 March 2003. The results
of subsidiaries acquired during the year are included from the effective date of acquisition. Profits and losses on intra-group
transactions are eliminated in full. On acquisition of a subsidiary, all the subsidiary’s assets and liabilities that exist at the
date of acquisition are recorded at their fair values reflecting their condition at that date.
Joint ventures
Entities in which the Group holds an interest on a long-term basis, and which are jointly controlled by the Group and other
parties, are treated as joint ventures and accounted for under the gross equity method.
Turnover
Turnover represents the amounts derived from the provision of services in the ordinary course of business, excluding value
added tax or similar sales taxes outside the United Kingdom.
Tangible fixed assets and depreciation
Depreciation is provided on all tangible fixed assets at rates calculated to write off the cost, less estimated residual value
based on prices prevailing at the date of acquisition, of each asset evenly over its expected useful economic life, as follows:
Computer equipment 33% per annum
Motor vehicles 25% per annum
Plant and office equipment 10-25% per annum
Goodwill
Goodwill arising from the acquisition of subsidiary undertakings, representing the difference between the purchase
consideration and fair value of net assets acquired, has been capitalised in accordance with the requirements of FRS 10.
The directors are of the opinion that the intangible assets of the Group have an indefinite economic life given the durability
of MSL, MSTS,The Real Adventure and EMO brand names, their historic ability to sustain long term profitability, and the
Group’s commitment to continue to build branded products with added-value. In accordance with FRS 10 and 11, the
carrying value of intangible assets will continue to be reviewed annually for impairment on the basis stipulated in FRS 11 and
adjusted should this be required. The individual circumstances of each future acquisition will be assessed to determine the
appropriate treatment of any related goodwill. CRESTON PLC Annual Report & Accounts 2003 33
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2003
The financial statements depart from the requirement of companies’ legislation to amortise goodwill over a finite period in
order to give a true and fair view, for the reasons outlined above. If the goodwill arising on all acquisitions had been
amortised over a period of twenty years, operating profit would have decreased by £784,000 (2002: £612,000).
Stocks
Stocks are stated at the lower of cost and net realisable value. The cost of work in progress includes the costs of direct
materials and purchases, and the costs of direct labour plus attributable overheads based on normal levels of activity.
Where projects have the characteristics of long-term contracts, attributable profit is only recognised once their outcome can
be assessed with reasonable certainty. Such profit reflects the proportion of work on the project completed to date.
Amounts recoverable on such projects are included within debtors after provision for any foreseeable losses and the
deduction of applicable payments on account. Full provision is made for any losses on projects in the year in which the loss
is first foreseen.
Deferred taxation
Deferred tax is recognised on all timing differences where the transactions or events that give the Group an obligation to
pay more tax in the future, or a right to pay less tax in the future, have occurred by the balance sheet date. Deferred tax
assets are recognised when it is more likely than not that they will be recovered. Deferred tax is measured using rates of
tax that have been enacted or substantively enacted by the balance sheet date.
Lease and hire purchase commitments
Assets held under finance leases and hire purchase contracts are included in the balance sheet as tangible fixed assets and
depreciated similarly to other assets. The interest elements of the rental obligations are charged in the profit and loss
account over the periods of the leases and hire purchase contracts and represent a constant proportion of the balance of
capital repayments outstanding. Rental costs under operating leases are charged against profits as incurred.
Pension costs
Retirement benefits to employees are provided by defined contribution schemes that are funded by the Group and
employees. Payments are made to pension trusts that are financially separate from the Group. These costs are charged
against profits as incurred.
Deferred consideration
The terms of an acquisition may provide that the value of the purchase consideration, which may be payable in cash, shares
or other securities at a future date, depends on uncertain future events such as the future performance of the acquired
company. Where it is not possible to estimate the amounts payable with any degree of certainty, the amounts recognised in
the financial statements are those that are reasonably expected to be paid at the balance sheet date.
Foreign currencies
Transactions in foreign currencies are translated at the exchange rate ruling at the date of the transaction. Monetary assets
and liabilities in foreign currencies are translated at the rates of exchange ruling at the balance sheet date. The financial
statements of foreign subsidiaries are translated at the rate of exchange ruling at the balance sheet date. The exchange
differences arising from the retranslation of the opening net investment in subsidiaries are taken directly to reserves. All
other exchange differences are dealt with through the profit and loss account. CRESTON PLC Annual Report & Accounts 2003 34
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2003
Financial instruments
Financial assets are recognised in the balance sheet at the lower of cost and net realisable value. Provision is made for
diminution in value where appropriate.
Income and expenditure arising on financial instruments is recognised on the accruals basis, and credited or charged to the
profit and loss account in the financial period to which it relates.
2.TURNOVER
2003 2002
£’000 £’000
Marketing services (excluding share of joint venture’s turnover of £104,000;
2002 - £171,000) 18,636 9,810
All of the Group’s current activities are marketing services activities based primarily in the United Kingdom. Turnover from
EMO Group relates only to the four months since acquisition.
3. PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION
The profit on ordinary activities before taxation is stated after:
2003 2002
£’000 £’000
Auditors’ remuneration:
Audit services 60 52  
Non-audit services 29 27
Depreciation  
Tangible fixed assets, owned 184 102 
Tangible fixed assets, held under hire purchase contracts 35 9
Operating lease rentals - land and buildings 320 208 
Operating lease rentals other than land and buildings 66 23
In addition, auditors’ remuneration for non-audit services of £75,000 (2002: £72,000) in relation to assurance services on
acquisitions has been capitalised during the year. CRESTON PLC Annual Report & Accounts 2003 35
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2003
4. EMPLOYEES
2003 2002
£’000 £’000
Wages and salaries 4,743 2,911 
Social security costs 440 273 
Pension costs 84 74
5,267 3,258 
The average number of employees of the Group during the year was:
2003 2002
Number Number
Directors 5 6
Marketing services 162 111
167 117 
The average number of employees of EMO Group during the four months since acquisition was 56.
As a joint venture, employee costs for Visualizer Llc are not included in the total above. The average number of full time
employees throughout the year was 2 (2002: 1)
5. NET INTEREST PAYABLE
2003 2002
£’000 £’000
Interest receivable on bank deposits 71 60 
Interest payable on bank overdrafts and loans (140) (37) 
Interest payable on finance leases (5) –
Interest payable on other loans (137) (47)
(211) (24)  CRESTON PLC Annual Report & Accounts 2003 36
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2003
6.TAX ON PROFIT ON ORDINARY ACTIVITIES
2003 2002
£’000 £’000
The tax charge comprises:
Current tax:
Corporation tax at 30% (2002: 30%) 236 85 
Overprovision of corporation tax in prior year (37) (25)  
199 60 
Deferred tax:
Origination and reversal of timing differences (2) 9
Tax charge on profit on ordinary activities 197 69
The tax rate for the period is different from the standard rate of corporation tax in the UK (30%).The differences are
explained below:
2003 2002
£’000 £’000
Profit on ordinary activities before tax 912 207 
Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 30% 273 62   
Effects of:
Expenses not deductible for tax purposes (19) 18 
Capital allowances for period in excess of depreciation 13 5 
Other items (31) –
Adjustments to tax charge in respect of previous periods (37) (25) 
Current tax charge for period 199 60 CRESTON PLC Annual Report & Accounts 2003 37
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2003
7. EARNINGS PER SHARE
Earnings per share
2003 2002 2003 2002 2003 2002
£’000 £’000 Number Number pence pence
Profit for the financial year 715 138   
Weighted average number of shares  11,215,364 11,214,177  
Earnings per share 6.38 1.23
No dilutive effects arose in relation to the options, warrants or convertible loan notes in issue during either year.
8. DIVIDEND
2003 2002
£’000 £’000
Proposed final: equity dividend 1.4p per share (2002: 0.7p per share) 157 79   
The proposed final dividend will be paid on 29 August 2003 to shareholders on the register at 25 July 2003.
9. INTANGIBLE FIXED ASSETS
Group Goodwill on 
consolidation 
£’000
Cost  
At 1 April 2002 16,306 
Additions (note 12) 4,983 
Adjustment to consideration and net assets (note 11) (2,288)
At 31 March 2003 19,001 
Net book amount at 31 March 2003 19,001 
Net book amount at 31 March 2002 16,306 
As explained in note 1, goodwill on consolidation has not been amortised as the directors are of the opinion that it has an
indefinite economic life. CRESTON PLC Annual Report & Accounts 2003 38
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2003
10.TANGIBLE FIXED ASSETS
Plant, motor vehicles and equipment Group Company
£’000 £’000
Cost  
At 1 April 2002 1,282 104 
Additions 227 9 
Disposals (493) (1)
On acquisition of subsidiary undertaking 1,047  –
At 31 March 2003 2,063 112
Depreciation  
At 1 April 2002 1,017 36 
Charge for the year 219 27 
Disposals (448) (1) 
On acquisition of subsidiary undertaking 605 –
At 31 March 2003 1,393 62
Net book amount at 31 March 2003 670 50
Net book amount at 31 March 2002 265 68 
The net book amount includes £212,000 (2002: £26,000) in respect of motor vehicles held under finance leases and similar hire
purchase contracts. The amount of depreciation in respect of such assets amounted to £34,000 (2002: £9,000) for the year.
11. OTHER INVESTMENTS Shares in
subsidiary
undertakings
£’000
Company 
Cost  
At 1 April 2002 19,034 
Additions 6,145 
Adjustment to consideration (2,295) 
At 31 March 2003 22,884 
Net book amount at 31 March 2003 22,884 
Net book amount at 31 March 2002 19,034 
The adjustment to consideration relates to reductions to the estimated deferred consideration payable to the vendors of
MSL and TRA under the terms of the Sale and Purchase agreements. CRESTON PLC Annual Report & Accounts 2003 39
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2003
The principal Group companies at 31 March 2003 are set out below:
Proportion of the Ordinary 
Shares and voting rights held by:
Subsidiary Principal activity in the year The Company Subsidiaries
Marketing Sciences Limited Market Research 100%   
Mobile Sensory Testing Services Limited Market Research  100%  
The Real Adventure Marketing 
Communications Limited Marketing Communications 100%   
EMO Group Limited Marketing Communications 100%   
Emery McLaven Orr Limited Marketing Communications  100% 
John Bowler Associates Limited Advertising and Public Relations  100%  
Sky Rock Communications Limited Digital Marketing  100%  
The above list excludes details of non-trading dormant subsidiaries, although all subsidiary undertakings have been
included in the consolidated accounts. All of the subsidiary undertakings are incorporated and operate in the United
Kingdom.
Joint venture 
Visualizer Llc Market Research  50%  
Visualizer Llc is incorporated and operated in the State of New York, USA. Its activities were discontinued as at 31 March 2003. CRESTON PLC Annual Report & Accounts 2003 40
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2003
12. ACQUISITIONS 
On 2 December 2002, the Company acquired the whole of the issued share capital of EMO Group Limited for consideration
(including deferred consideration) as set out below. This purchase has been accounted for by the acquisition method of
accounting. The profit after taxation of EMO Group Limited from 1 January 2002 to the date of acquisition was £315,000. Its
profit after taxation for the year ended 31 December 2001 was £193,000.
The assets and liabilities of EMO Group Limited at 2 December 2002 were as follows:
Accounting
policy
Book value adjustments Fair value
£’000 £’000 £’000
Fixed assets 
Tangible fixed assets 442 – 442  
Current assets 
Stocks and work in progress 213 13 226  
Debtors 1,144 (6) 1,138  
Prepayments  77 10 87  
Bank and cash 1,004 – 1,004  
Total assets 2,880 17 2,897
Creditors 
Trade creditors (520) – (520)  
Other creditors (37) 5 (32)  
Accruals (604) 6 (598)  
Social security and other taxes  (219) – (219)  
Finance leases (175) – (175)  
Corporation tax (151) (40) (191)  
Total liabilities (1,706) (29) (1,735)  
Net assets 1,174 (12) 1,162  
Purchased goodwill capitalised 4,983
6,145 
Satisfied by: £’000 
Issue of convertible loan notes   1,165  
Cash 1,860  
Consideration paid  700  
Deferred/contingent consideration 2,000  
Acquisition costs  420    
6,145 
The deferred/contingent consideration is dependent upon the level of profit before taxation achieved by EMO Group
Limited in the period from 1 April 2002 to 31 March 2006.
The directors have recognised the maximum £2,000,000 of deferred consideration at this time. The directors consider this to
be the most reasonable estimate that can be made on the information available. CRESTON PLC Annual Report & Accounts 2003 41
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2003
The subsidiary undertaking acquired during the year made the following contributions to, and utilisations of, Group cash flow:
£’000
Net cash inflow from operating activities  386 
Returns on investment and servicing of finance  7 
Capital expenditure and financial investment  (18) 
Increase in cash  375 
Analysis of net outflow of cash in respect of the purchase of the subsidiary undertakings:
£’000
Cash at bank and in hand acquired  1,004 
Cash consideration paid  (2,560) 
Acquisition costs paid (420) 
Net cash outflow (1,976) 
13. STOCKS
Group
31 March
2003 2002
£’000 £’000
Stocks  13 1  
Work in progress 461 350   
474 351  
14. DEBTORS:AMOUNTS RECEIVABLE WITHIN ONE YEAR
Group Company
31 March 31 March
2003 2002 2003 2002
£’000 £’000 £’000 £’000
Trade debtors 4,663 3,385 3 148  
Other debtors 185 28 24 146  
Prepayments and accrued income 357 283 38 48  
Deferred tax asset (note 20) 94 75 7 6   
5,299 3,771 72 348   CRESTON PLC Annual Report & Accounts 2003 42
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2003
15. CASH AT BANK AND IN HAND
Cash includes £111,000 (2002: £4,200,000) which is maintained in a designated account (the escrow account) as security for
the loan notes issued on the acquisition of MSL and is therefore not freely available to the Group.
16. CREDITORS:AMOUNTS FALLING DUE WITHIN ONE YEAR
Group Company
31 March 31 March
2003 2002 2003 2002
£’000 £’000 £’000 £’000
Acquisition loan notes  27 4,945 27 4,945  
Bank loans 916 464 916 464  
Bank overdraft 27 115 – –  
Trade creditors 1,814 1,196 43 180  
Other creditors 203 190 61 145  
Corporation tax 427 228 7 –  
Social security and other taxes 534 211 39 – 
Accruals and deferred income 889 674 412 333  
Payments on account 858 326 – – 
Proposed dividend 157 79 157 79  
Amounts due under finance leases 77 9 – –  
5,929 8,437 1,662 6,146  
17. CREDITORS:AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR 
Group Company
31 March 31 March
2003 2002 2003 2002
£’000 £’000 £’000 £’000
Acquisition convertible loan notes  2,915 1,750 2,915 1,750  
Acquisition loan notes 584 555 584 555  
Bank loans 3,199 1,055 3,199 1,055  
Acquisition deferred consideration 4,613 4,890 4,613 4,890  
Deferred tax liability (note 20) 6 – – – 
Amounts due to Group undertakings – – 100 102  
Amounts due under finance leases 86 – – –  
11,403 8,250 11,411 8,352  
The bank loans are secured by a fixed and floating charge over the assets of all the Group companies. CRESTON PLC Annual Report & Accounts 2003 43
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2003
Included in creditors above are the following amounts arising on the acquisitions of MSL,The Real Adventure and EMO:
MSL
£111,000 loan notes 2008, which are guaranteed by cash deposits held on escrow and accrue interest at 6% per annum.
£113,000 deferred consideration, which is payable 70% by shares or loan notes at the option of Creston Plc and 30% by
guaranteed loan notes.
The Real Adventure
£500,000 unsecured loan notes 2004 which are to be funded from operating cash flows at maturity. The loan notes accrue
interest at 7% per annum and are due on 27 November 2004.
£1,750,000 convertible loan notes 2004, which are convertible into ordinary shares at a price of 96p per ordinary share in
the event that the average share price remains above 96p for a period of 30 consecutive dealing days prior to 31 March
2004. Prior to conversion, the loan notes accrue interest at 4% per annum.
£2,500,000 deferred consideration, payable 67% by shares or loan notes at the option of Creston plc and 33% by
guaranteed loan notes 2005. The deferred consideration becomes payable if the average annual consolidated profits of The
Real Adventure over the three years to 31 March 2004 exceed £1,178,167.
EMO Group
£1,165,000 convertible loan notes 2004, which are convertible into ordinary shares at a price of 96p per ordinary share in
the event that the average share price remains above 96p for a period of 9 out of 10 consecutive dealing days prior to 31
March 2006. Prior to conversion, the loan notes accrue interest at rates of 2% to 4% per annum.
£2,000,000 deferred consideration, payable 70% by shares or loan notes at the option of Creston plc and 30% by
guaranteed loan notes 2007. The deferred consideration becomes payable if the average annual consolidated profits of
EMO Group over the three years to 31 March 2006 exceed £605,000.
18. FINANCIAL ASSETS AND LIABILITIES
The majority of the Group’s cash is held in sterling liquidity funds. The objective is to achieve the best interest rates
available whilst maintaining acceptable flexibility and minimal risk. Financial assets and liabilities have been defined as cash
and borrowings. Short term debtors and creditors have been excluded. All financial assets and liabilities are in sterling.
a)  Financial assets
2003 2002
£’000 £’000
Cash at bank and in hand maturing in one year or less, or on demand (net of overdraft) 2,397 5,889
Weighted average period of fixed interest rates Variable Variable  
Weighted average interest rate 3.39% 4.82%   CRESTON PLC Annual Report & Accounts 2003 44
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2003
b)  Financial liabilities
2003 2002
£’000 £’000
At fixed interest rates:
Acquisition convertible loan notes 2,915 1,750  
Bank loan  4,115 1,519 
Acquisition loan notes 611 5,500  
Fixed interest rate financial liabilities: 7,641 8,769    
Weighted average interest rate 5.47% 5.91%  
2003 2002
£’000 £’000
Repayable in:
One year or less, or on demand 943 5,409  
More than one year but not more than two years 3,193 491  
Between two and five years 3,505 2,869   
7,641 8,769  
c)  Fair values of financial assets and liabilities
Book value Fair value
2003 2002 2003 2002
£’000 £’000 £’000 £’000
Cash at bank and in hand (net of overdraft) 2,397 5,889 2,397 5,889  
Acquisition loan notes (611) (5,500) (611) (5,500)  
Convertible loan notes (2,915) (1,750) (2,915) (1,750)  
Bank loan (4,115) (1,519) (4,115) (1,519) 
Finance leases (163) (9) (163) (9)
(5,407) (2,889) (5,407) (2,889)  
The fair value of the convertible loan notes which resulted from the acquisition of TRA and EMO is considered to be par
since conversion occurs at 96p automatically when the share price exceeds this amount for a set number of working days.
The fair values of the remaining financial liabilities are estimated to be equal to their book values as the convertible
borrowings concerned are redeemable in the short-term and the market value of the Ordinary Shares into which such
borrowings could be converted is less than their book values.
The Group’s exposure to interest rate fluctuations is limited by its issue of fixed rate loan notes. Consideration will be
given to future borrowings providing a mix of fixed and floating rate facilities. The Group seeks to manage financial risk, to
ensure sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably. CRESTON PLC Annual Report & Accounts 2003 45
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2003
19. LEASING COMMITMENTS
Operating lease payments amounting to £521,000 (2002: £302,000) are due within one year. The leases to which these
relate expire as follows:
31 March 2003 31 March 2002
Land and Land and
buildings Other buildings Other
£’000 £’000 £’000 £’000
In one year or less 40 27 32 18  
Between one and five years 197 90 155 17  
In five years or more 165 2 78 2 
402 119 265 37 
20. DEFERRED TAXATION
The deferred taxation asset of £94,000 and liability of £(6,000) recognised in the financial statements is set out below:
Group Company
2003 2002 2003 2002
£’000 £’000 £’000 £’000
Accelerated capital allowances 52 45 3 (3)  
Other timing differences 2 6 4 6  
Tax losses carried forward 34 24 – 3   
88 75 7 6  
21. SHARE CAPITAL
2003 2002
£’000 £’000
Authorised:
70,000,000 Ordinary Shares of 10p each 
(2002: 70,000,000 Ordinary Shares of 10p each) 7,000 7,000   
Called up, allotted, and fully paid:
11,215,364 Ordinary Shares of 10p each 
(2002: 11,215,364 Ordinary Shares of 10p each) 1,122 1,122   CRESTON PLC Annual Report & Accounts 2003 46
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2003
Options
Share options over 812,000 Ordinary Shares, as detailed in the Directors’ Remuneration Report, have been granted to the
executive directors at an exercise price of 96p per share of which 611,858 (2002: 329,462) options had vested at 31
March 2003.
Warrants
On 31 January 2001, the Company issued a total of 1,910,452 Warrants to subscribe for new Ordinary Shares on the basis
of one Warrant for every five ordinary shares held on 26 January 2001. These Warrants are exercisable during six
specified periods of 42 days, each immediately following the date of publication of successive interim and annual accounts
for the Company, beginning with the interim accounts for the period ending 30 September 2001. The exercise price is 115
pence per Ordinary Share, for the first two periods, 125 pence for the next two periods and 135 pence for the final two
periods. Warrants over 1,908,869 Ordinary Shares were in issue at the year-end.
22. RESERVES
Share premium Other Profit and
account reserves loss account
£’000 £’000 £’000
Group 
At 1 April 2002  4,880 3,842 134  
Retained profit for the financial year – – 558  
At 31 March 2003 4,880 3,842 692 
Company 
At 1 April 2002  4,880 3,842 397  
Retained profit for the financial year – – 502  
At 31 March 2003 4,880 3,842 899 
As permitted by Section 230 of the Companies Act 1985, the Company has not presented its own profit and loss account.
The profit for the financial year relating to the parent Company amounted to £659,000 (2002: £617,000).
Other reserves are made up of Special reserve £2,385,000, Other reserve £1,385,000 and Capital Redemption reserve
£72,000, none of which have changed in the year. CRESTON PLC Annual Report & Accounts 2003 47
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2003
23. RECONCILIATION OF OPERATING PROFIT TO NET CASH OUTFLOW FROM OPERATING ACTIVITIES
2003 2002
£’000 £’000
Operating profit 1,201 295  
Depreciation 219 111  
Loss/ (profit) on disposal of plant, vehicles and equipment 19 (2)  
(Increase)/decrease in stock (130) 36  
(Increase)/decrease in debtors (303) 116  
Increase/(decrease) in creditors 510 (797)  
Net cash inflow/(outflow) from operating activities 1,516 (241)
24. RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT
2003 2002
£’000 £’000
Increase in cash in the year 598 502  
Cash outflow from reduction in debt  336 18  
Cash inflow from increase in debt (3,060) (1,519)  
Movement in net debt in the year resulting from cash flows (2,126) (999)  
New finance leases (27) –  
Reduction of loan stock 4,889 500  
Issue of acquisition loan notes (1,165) (3,050)  
Net debt at 1 April 2002 (7,089) (3,540)  
Net debt at 31 March 2003 (5,518) (7,089)   CRESTON PLC Annual Report & Accounts 2003 48
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2003
25.ANALYSIS OF NET DEBT
At At
1 April Non-cash 31 March
2002 Cash flow Acquisitions items 2003
£’000 £’000 £’000 £’000 £’000
Cash at bank and in hand 1,804 509 – – 2,313
Overdrafts (115) 88 – – (27) 
1,689 597 – 2,286
Acquisition convertible loan notes  (1,750) – – (1,165) (2,915)
Acquisition loan notes (5,500) 4,889 – – (611)
Bank loan (1,519) (2,596) – – (4,115)
Finance leases (9) 48 (175) (27) (163)
Net debt (7,089) 2,938 (175) (1,192) (5,518) 
Restricted cash deposits (note 15) 4,200 (4,089) – – 111 
Net debt including restricted cash deposits (2,889)    (1,151) (175) (1,192) (5,407) 
Short term bank deposits of less than one month are classified as liquid resources.
26. CAPITAL COMMITMENTS AND CONTINGENT LIABILITIES
There were capital commitments of £14,000 at 31 March 2003 (2002: £nil).
The liquidator of Co-ordinated Land and Estates Limited, a former subsidiary company, is making enquiries with regard to
certain transactions prior to his appointment. The Board considers these to be speculative in nature. However, as a
consequence some costs may be incurred by the Company in dealing with these enquiries.
27. DIRECTORS’ INTERESTS IN TRANSACTIONS AND SHARES
Messrs D C Marshall and J M Robotham are directors of City Group P.L.C. and Western Selection P.L.C. which held 1,600,000
Ordinary Shares on 31 March 2003. During the year total fees of £35,833 (2002: £40,777) were paid to City Group P.L.C.,
£20,833 (2002: £25,777) for the provision of secretarial services and assistance on the acquisitions and £15,000 (2002:
£15,000) for those of Mr Marshall. During the year £1,600 in fees was paid to Cunard Communications Limited on behalf of
Mr P Cunard. CRESTON PLC Annual Report & Accounts 2003 49
FIVE YEAR SUMMARY
Year
Periods ended 31 March ended
30 June
Restated 
12 mths 12 mths 12 mths 9 mths 12 mths
2002 2002 2001 2000 1999
£’000 £’000 £’000 £’000 £’000
Group profit and loss account  
Turnover from continuing activities (marketing) 18,636 9,810 1,168 – – 
Turnover from discontinued activities (property) – – 1,454 5,037 6,395   
Profit/(loss) on ordinary activities before taxation 912 207 1 (5,254) 1,740  
Tax on profit/(loss) on ordinary activities (197) (69) 59 – 219  
Profit/(loss) for the financial period 715 138 60 (5,254) 1,959   
Earnings/(loss) per share (pence) 6.38 1.23 0.61 (59.00) 22.00  
Earnings per share prior to exceptional items (pence) 6.38 1.23 0.10 5.00 31.00  
Dividends per share (pence) 1.40 0.70 – 68.50 3.00   
Group balance sheet  
Fixed assets 19,671 16,539 10,158 1,098 36,779  
Net current assets 2,268 1,689 6,358 7,126 2,594  
Total assets less current liabilities 21,939 18,228 16,516 8,224 39,373  
Amounts falling due after more than one year  (11,403) (8,250) (6,599) – (23,108)  
Net assets and total equity shareholders’ funds 10,536 9,978 9,917 8,224 16,265    CRESTON PLC Annual Report & Accounts 2003 50
NOTICE OF ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that the seventy-sixth annual general meeting of Creston Plc (the “Company”) will be
held at the Sofitel St James hotel, 6 Waterloo Place, London SW1Y 4AN on 29 July 2003 commencing at 12 noon for the
following purposes.
Ordinary business
To consider the following which will be proposed as ORDINARY RESOLUTIONS:
1. To receive, approve and adopt the Company’s annual accounts for the financial year ended 31 March 2003, together 
with the directors’ report and auditor’s report on those accounts.
2. To declare a dividend of 1.40p per Ordinary Share for the year.
3. To approve the directors’ remuneration report for the financial year ended 31 March 2003.
4. To re-elect as a director Mr T B Alderson, who retires by rotation in accordance with Articles 110 and 111 of the 
Company’s Articles of Association and, being eligible offers himself for re-election.
5. To reappoint Grant Thornton as the auditors of the Company to hold office from the conclusion of this meeting 
until the conclusion of the next annual general meeting at which accounts are laid.
Special business
To consider the following which will be proposed as an ORDINARY RESOLUTION:
6. THAT the Board be and is hereby generally and unconditionally authorised for the purposes of Section 80
theCompanies Act 1985 to exercise all powers of the Company to allot relevant securities (within the meaning of
that Section) up to an aggregate nominal amount of £373,845 provided that this authority shall expire on the date
five years from the date of this resolution save that the Company may before such expiry make an offer or
agreement which would or might require relevant securities to be allotted after such expiry and the Board may allot
relevant securities in pursuance of such offer or agreement as if the authority conferred hereby had not expired but
otherwise in substitution for any authorities conferred on the directors to allot relevant securities.
To consider the following which will be proposed as a SPECIAL RESOLUTION:
7. THAT subject to the passing of resolution number 6, and upon such resolution becoming effective, the Board be and
is hereby empowered pursuant to Section 95 of the Companies Act 1985 to allot equity securities (within the
meaning of Section 94 of that Act) for cash pursuant to the authority conferred by resolution number 6 as if sub-
section (1) of Section 89 of that Act did not apply to any such allotment provided that this power shall be limited:
a) To the allotment of equity securities in connection with an offer or issue of such securities to shareholders on
the registrar on a date fixed by the directors where the equity securities respectively attributable to the interest
of all shareholders are proportionate (as nearly as may be) to the respective numbers of shares held by them on
that date but subject to such exclusions or other arrangements as the directors may deem necessary or
expedient for the purpose of dealing with fractional entitlements or legal or practical problems under the laws of
or the requirements of any regulatory body or any stock exchange in any territory; and CRESTON PLC Annual Report & Accounts 2003 51
NOTICE OF ANNUAL GENERAL MEETING
b) To the allotment (otherwise than pursuant to sub-paragraphs (a) and (b) above) of equity securities up to an
aggregate nominal value of £56,076 and shall expire at the conclusion of the next annual general meeting of the
Company after the passing of this resolution save that the Company before such expiry may make an offer or
agreement which would or might require equity securities to be allotted after such expiry and the directors may
allot equity securities in pursuance of such offer or agreement as if the power conferred hereby had not expired
but otherwise it shall be in substitution for any prior authorities conferred on the directors to allot equity
securities.
8. To consider the following which will be proposed as a SPECIAL RESOLUTION:
THAT the Articles of Association of the Company relating to the re-election of the Chief Executive be altered by
the deletion in Article 97 of the words “shall not while he continues to hold that office be subject to retirement 
by rotation and he shall not be taken into account in determining the rotation of retirement of directors, but he”.
Article 97 would then read “shall..... be subject to the same provisions as to removal and as to vacation of office 
as the other directors of the Company......”
By order of the Board Registered Office
City Group P.L.C. 25 City Road
Secretary London
13 June 2003 EC1Y 1BQ
Notes:
1. A member entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and, on a poll, to vote in his or her stead. A
proxy need not be a member of the Company. A form of Proxy is enclosed with this Notice for use at the meeting.
2. To be valid, the instrument appointing the proxy (together with the Power of Attorney or other authority, if any, under which it is signed or a notarially
certified copy of such Power or authority) must be deposited at or posted to the Company’s registrars, Northern Registrars Limited, Northern House,
Woodsome Park, Fenay Bridge, Huddersfield, HD8 0LA to be received not later than 48 hours before the time fixed for the meeting. Completion and
return of the Form of Proxy will not preclude shareholders from attending or voting at the meeting in person.
3. Copies of the following documents will be available for inspection during normal business hours on any weekday (Saturdays and public holidays excepted)
at the Company’s registered office 25 City Road, London EC1Y 1BQ from the date of this Notice up to and including 29 July 2003 and, at the place of the
meeting, 15 minutes prior to and during the annual general meeting:
i. The Memorandum and Articles of Association of the Company.
iii. The Register of Directors’ Interests in the shares of the Company kept in accordance with Section 325 of the Companies Act 1985.
iii. The Directors’ service contracts. CRESTON PLC Annual Report & Accounts 2003 52 CRESTON PLC Annual Report & Accounts 2003
FORM OF PROXY
Creston Plc
We .........................................................................................................................................................................................................................................
of.............................................................................................................................................................................................................................................
.................................................................................................................................................................................................................................................
being (a) member(s) of the above named company hereby appoint the Chairman of the Meeting, failing whom 
.................................................................................................................................................................................................................................................
as my/our proxy to vote for me/us on my/our behalf at the Annual General Meeting of the Company to be held on 29 July
2003 and at any adjournment thereof.
I/We hereby authorise and instruct my/our said proxy to vote as indicted below on the resolutions to be proposed at such
meeting. Unless otherwise directed the proxy will vote or abstain from voting as he/she thinks fit.
Resolutions For Against 
Ordinary Business 
Ordinary Resolutions   
1. To receive the Director’s Report and Accounts     
2. To declare a dividend of 1.4p for the year    
3. To receive the Directors’ Remuneration Report    
4. To re-elect Mr T B Alderson as a director     
5. To re-appoint Grant Thornton as auditors    
Special Business 
Ordinary Resolution    
6. To authorise the directors to allot securities (within the meaning 
of Section 80 of the Companies Act 1985) up to an aggregate 
nominal amount of £373,845    
Special Resolutions
7. To authorise the directors to allot securities (subject to limitations) 
as if the pre-emption rights did not apply up to an aggregate nominal 
value of £56,076    
8. To amend the Articles of Association    
Date ........................................................................................2003 ............................................................................................................Signature 
Notes 
1) To be valid the instrument appointing the proxy (together with the Power of Attorney or other authority, if any, under which it is signed or a notarially
certified copy of such Power of authority) must be deposited at or posted to the Company’s registrars, Northern Registrars Limited, Northern House,
Woodsome Park, Fenay Bridge, Huddersfield, HD8 0LA, to be received not later than 48 hours before the time fixed for the meeting. Completion and
return of the Form of Proxy will not preclude shareholders from attending and voting at the meeting in person.
2) In the case of a Corporation, this proxy should be given either under its common seal or, if none, should be signed by an attorney or officer duly
authorised.
3) In the case of joint holders the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of
the other joint holders. For this purpose seniority is determined by the order in which the names stand in the Register of shareholders in respect of the
joint holding.
4) If it is desired to appoint as proxy any person other than the Chairman of the meeting, the name and address of such person should be inserted in the
relevant place, reference to the Chairman deleted and the alteration initialled.
5) A proxy need not be a shareholder. 2 2
BUSINESS REPLY SERVICE
Licence No. HF106 
First Fold First Fold
Second Fold
Third Fold (Tuck-in)
Northern Registrars Limited
Northern House
Woodsome Park
Fenay Bridge
Huddersfield
HD8 0JQ HEAD OFFICE: 56 Haymarket
London
SW1Y 4RN
Tel: 020 7930 9757
Fax: 020 7930 8727
SECRETARY AND REGISTERED OFFICE: City Group P.L.C
25 City Road
London 
EC1Y 1BQ
BANKERS: Barclays Bank Plc
27 Soho Square
London
W1A 4WA
AUDITORS: Grant Thornton
1 Westminster Way
Oxford
OX2 0PZ
STOCKBROKERS: Charles Stanley & Company Limited
25 Luke Street
London
EC2A 4AR
REGISTRARS: Northern Registrars Limited 
Northern House
Woodsome Park
Fenay Bridge
Huddersfield
HD8 0LA
Tel: 01484 600900
Fax: 01484 600912
COMPANY REGISTRATION NUMBER: 210505
CRESTON PLC 56 Haymarket 
London
SW1Y 4RN
Tel: +44 (0) 20 7930 9757
Fax: +44 (0) 20 7930 8727
www.creston.com
CRESTON
plc