**Exhibit
  4.10.4**



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3 MARCH 2004



REUTERS AMERICA LLC



DEVIN WENIG



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SERVICE AGREEMENT

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TABLE
  OF CONTENTS

|                                       |                                    | **Page**
|-------------------------------------- | ---------------------------------- | --------
|                                       |                                    |         
|1.                                     | DEFINITIONS                        | 1       
|2.                                     | DURATION OF EMPLOYMENT             | 1       
|3.                                     | ROLE, POWERS AND DUTIES            | 1       
|4.                                     | NORMAL PLACE OF WORK               | 2       
|5.                                     | HOURS OF WORK                      | 2       
|6.                                     | SALARY AND BENEFITS                | 2       
|7.                                     | EXPENSES                           | 3       
|8.                                     | OTHER INTERESTS                    | 3       
|9.                                     | INVENTIONS AND IMPROVEMENTS        | 4       
|10.                                    | CONFIDENTIALITY                    | 5       
|11.                                    | TERMINATION                        | 6       
|12.                                    | GARDEN LEAVE AND SUSPENSION        | 10      
|13.                                    | CONTINUING OBLIGATIONS             | 10      
|14.                                    | WAIVER                             | 12      
|15.                                    | AMENDMENTS                         | 12      
|16.                                    | NOTICES                            | 12      
|17.                                    | OTHER AGREEMENTS                   | 13      
|18.                                    | GOVERNING LAW                      | 13      
|19.                                    | WITHHOLDING TAX                    | 13      
|                                       |                                   
|SCHEDULE 1                             | 14                                
|                                       |                                   
|OTHER BENEFITS                         | 14                                
|                                       |                                    |         
|1.                                     | BONUS                              | 14      
|2.                                     | SHARE OPTION PLANS                 | 14      
|3.                                     | HOLIDAYS                           | 14      
|4.                                     | SICKNESS AND OTHER INCAPACITY      | 15      
|5.                                     | PENSION SCHEMES                    | 15      
|6.                                     | LONG TERM INCENTIVE PLAN           | 15      
|7.                                     | MEDICAL/ DISABILITY INSURANCE      | 15      
|8.                                     | LIFE ASSURANCE                     | 15      
|9.                                     | COMPANY CAR                        | 15      
|10.                                    | DIRECTORS' INDEMNITY AND INSURANCE | 15      
|11.                                    | OTHER BENEFITS                     | 16      
|                                       |                                    |         
|SCHEDULE
      2                       | 17                                
|                                       |                                    |         
|COMPETING
      BUSINESS CONCERNS      | 17                                
|                                       |                                    |         
|AS
      AT THE DATE OF THIS AGREEMENT | 17                                

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Back to Contents THIS AGREEMENT is
               made on 3
          MARCH 2004BETWEEN(1)
        REUTERS AMERICA LLC,whose
               registered office is at 3 Times Square, New York, NY 10036(the
          Company); and(2)
        DEVIN NORSE WENIGof
          #4F 27 North Moore, New York, NY 10013 (you).IT IS AGREEDas
          follows:1.
        DEFINITIONSIn this Agreement the following
          expressions shall have the following meanings:Boardmeans the board of directors of Reuters Group PLC or a duly constituted
          committee of the board of directors;Employmentmeans your employment in accordance with the terms and conditions of
          this Agreement;Groupmeans
          the Company, any holding company of the Company and any subsidiary of
          the Company or of any such holding company (with holding company and
          subsidiary having the meanings given to them by section 736 of the Companies
          Act 1985). Group Company and Group Companies
          shall be construed accordingly; andRemuneration Committeemeans the remuneration committee of the Board.2.
        DURATION OF EMPLOYMENT2.1
        The Employment began on 17 February 2003
          and will continue until terminated in accordance with Clause 11 below.2.2
        The Employees period of continuous
          employment for statutory purposes began on 25 April 1994.3.
        ROLE, POWERS AND DUTIES3.1
        You will serve the Company as President
          of Customer Segments or in such other capacity of a like status as the
          Company may require.3.2
        Subject to Clause 4, you will exercise such
          powers and perform such duties in relation to the business of the Company
          and the Group, being duties which are appropriate to your senior status,
          as may be assigned to you by the Chief Executive of the Company after
          taking into account the opinion of the Board.3.3
        During the Employment you will:


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|    | (a)                                                                                                                                                                                                                                                                                                                                                          | devote substantially the whole of your working
      time, attention and abilities to carrying out those duties and , where appropriate,
      duties in any other Group Company in a proper, loyal and efficient manner;                                                                                                                                                                                                                                                                            
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    | (b)                                                                                                                                                                                                                                                                                                                                                          | use all reasonable endeavours to promote the
      interests of the Company and any other Group Company which you may be required
      to serve under the terms of this Agreement;                                                                                                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    | (c)                                                                                                                                                                                                                                                                                                                                                          | have due regard to the Reuters Trust Principles
      and to the rights and duties of the Reuters Trustees as set out in the Memorandum
      and Articles of Association of the Company and the Memorandum and Articles
      of Association of Reuters Founders Share Company Limited insofar as, by
      the proper exercise of your powers (and in accordance with your other duties)
      as director of the Company, the Reuters Trust Principles are capable of
      being observed by you;
|    |                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    | (d)                                                                                                                                                                                                                                                                                                                                                          | have due regard to the provisions of the Reuters
      Code of Conduct (as notified to you from time to time) and, so far as reasonably
      practicable in the performance of your duties, observe all material provisions
      of that Code;                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    | (e)                                                                                                                                                                                                                                                                                                                                                          | comply with the Reuters Share Dealings Code
      (as notified to you from time to time); and                                                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    | (f)                                                                                                                                                                                                                                                                                                                                                          | have due regard to the provisions of all other
      policies which are applied to you by the Company, as notified to you from
      time to time.                                                                                                                                                                                                                                                                                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|4.  | NORMAL
      PLACE OF WORK                                                                                                                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|4.1 | Your normal place of work is at
      the head office of Reuters America, 3 Times Square, New York. You will be
      required, in the performance of your duties, to travel both domestically
      and internationally, in particular in fulfilling your duties as Executive
      Director, which are specified under a separate but co-joined agreement.
|    |                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|5.  | HOURS OF WORK                                                                                                                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|5.1 | You will work the Companys
      normal working hours together with such additional hours as may reasonably
      be required for the proper performance of your duties.                                                                                                                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|6.  | SALARY AND BENEFITS                                                                                                                                                                                                                                                                                                                                         
|    |                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|6.1 | You will be paid a salary at such
      rate as is set out in an annual letter to you from the Company.                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|6.2 | Your salary will accrue from day
      to day and be payable in arrears by equal bimonthly instalments.                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|6.3 | You are not entitled to any other
      fees as director of the Company or any other Group Company and you must,
      as the Company directs, either waive your rights to any such fees or account
      for the same to the Company, (failing which it will be                                                                                            



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|    | deducted from your salary). Nothing
      in this Clause 6.3 shall affect your entitlement to receive a fee in respect
      of your employment with Reuters Group plc as Executive Director.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|6.4 | Your salary and benefits will be
      reviewed annually by the Remuneration Committee. Any change in the level
      of your salary and benefits as a result of the review (which will not be
      downwards) will be effective from 1 January of the year following the review
      (unless you and the Chairman of the Remuneration Committee agree otherwise).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|6.5 | In addition to the above, you will
      be entitled to receive those benefits set out in Schedule 1 to this Agreement.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|6.6 | During or after the termination
      of this Employment for whatever reason, the Company may deduct from your
      pay any sums outstanding to the Company or to any other Group Company from
      you including, without limitation, any advance of pay or loans or floats
      for expenses.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|7.  | EXPENSES                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|7.1 | Subject to
      the Company's policies on executive directors'
      expenses and executive directors' spouse expenses (as notified to you from
      time to time), the Company will reimburse to you all reasonable travelling,
      hotel and other out-of-pocket expenses properly incurred by you and your
      spouse in the execution of the duties of the Employment against production
      of valid receipts and properly completed expense reports.                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|8.  | OTHER INTERESTS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|8.1 | During the Employment you will be
      entitled to accept appointments as a non-executive director of companies
      other than a Group Company subject to:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    | You may retain any fees received
      as a non-executive director provided they are paid in cash rather than in
      stock, other securities or options. For the avoidance of doubt, you will
      not be permitted to retain any fees received as a non-executive director
      of any Group Company or Associated Company. Days of service as a non-executive
      director will not be deducted from your holiday entitlement provided that
      you shall not spend more than ten working days in aggregate in any year
      in such service. At any time during the Employment the Company may, with
      reasonable cause, require you to resign any non-executive directorship held.
      Reasonable cause for this purpose shall include but not be limited to a
      conflict of interest and such other reason or reasons as may be specified
      in the Reuters Code of Conduct (as notified to you from time to time).



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|8.2 | During the Employment you will not
      be directly or indirectly concerned in any business, trade, profession or
      other occupation (whether as an employee, consultant, agent, director or
      otherwise) of a similar nature to or competitive with that carried on by
      the Company or any Group Companies except:                                                                                                                                                                                                                  
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | (c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | (d)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|8.3 | You
      may serve on
      the board of religious,
      charitable or public service
      organisations or otherwise be engaged in the activities of such organisations
      provided so serving or being so engaged does not prejudice your ability
      to fulfil your duties under this Agreement.                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|9.  | INVENTIONS
      AND IMPROVEMENTS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|9.1 | It will be
      part of your normal duties at all times:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | Subject to
      the Patents Act 1977, the Company will be entitled free of charge to the
      sole ownership of any such invention or improvement and to the exclusive
      use of it.                                                                                                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|9.2 | You assign
      to the Company (or to such other Group Company as the Company may direct)
      all copyrights, designs and other proprietary rights, if any, which may
      be so assigned in respect of all works and designs created by you or relating
      to your responsibilities during the Employment for the full term of those
      rights to the intent that those rights will immediately upon the completion
      of the relevant work vest with the Company (or with such other Group Company
      as the Company may direct).
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|9.3 | At the request
      and cost of the Company, you will do all such acts and things as may in
      the opinion of the Board be necessary or conducive to vest such rights in
      the Company (or in such other Group Company as it may direct). You irrevocably                                                                                                                                                                                                                                                                                  



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|     | authorise the Company for the purposes
      of this Clause to make use of your name and to sign and to execute any documents
      or do any thing on your behalf.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|---- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|9.4  | You will not do anything knowingly
      to imperil the validity of any patent or protection or any application for
      a patent or protection.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|9.5  | You will not either during or after
      the termination of the Employment and any other employment within the Group,
      exploit or assist others to exploit any invention or improvement which you
      may from time to time make or discover in the course of your duties or (unless
      it shall have become public knowledge) make public or disclose any such
      invention or improvement or give any information in respect of it except
      to the Company or as the Company may direct.                                                                                                                                                                                                                                                                                                       
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|9.6  | You irrevocably waive in favour
      of the Company (and in favour of such other Group Company as the Company
      may direct), its licensees and successors-in-title any and all moral rights
      in any works (existing or future) which are the subject of copyright made
      by you in the course of the Employment and any other employment within the
      Group.                                                                                                                                                                                                                                                                                                                                                                                                                                     
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|10.  | CONFIDENTIALITY                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|10.1 | During and after the termination
      of the Employment and any other employment within the Group, you will at
      all times keep confidential all private information about the Company and
      other Group Companies including technical and financial information which
      you may have acquired while in the employment of the Company or of any other
      Group Company. You will not use such information for your own benefit or
      for the benefit of any business not within the Group. You will keep such
      information confidential to yourself, to other members of the Board and
      to anybody who needs such information in order to properly discharge his
      duties to the Company or any Group Company. Such information includes (without
      limitation) the following:
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|     | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|     | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|     | (c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|     | (d)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                



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|     | (e)                                                                                                                                                                                                                                              | confidential details as to the design
      of the products and inventions or processes relating to the provision of
      services or developments relating to future products and services of the
      Company or of any other Group Companies or those of their respective suppliers.
|---- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                          
|10.2 | These restrictions shall not apply
      to any disclosure or use authorised by the Board or required by law or by
      the requirements of any regulatory or other authority to which the Company
      or any other Group Company is subject.
|     |                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                          
|10.3 | These restrictions shall not apply
      to information that is already in the public domain other than in cases
      where such information has become public as a result of a breach by you
      of these restrictions.                     
|     |                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                          
|10.4 | These restrictions shall not restrict
      you from using your own personal skill in any business in which you may
      lawfully be engaged after termination of the Employment and any other employment
      within the Group.              
|     |                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                          
|11.  | TERMINATION                                                                                                                                                                                                                                     
|     |                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                          
|     | Summary termination                                                                                                                                                                                                                             
|     |                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                          
|11.1 | The Company may terminate the Employment
      and any other employment within the Group, by immediate notice in writing
      and without payment of any kind other than salary and bonus accrued at the
      date of termination:            
|     |                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                          
|     | (a)                                                                                                                                                                                                                                              | if in the reasonable opinion of
      the Board you are guilty of any:                                                                                                                                                                                                                   
|     |                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                  | (i)                                                                                                                                                                                                                                                                                      
|     |                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                  | (ii)                                                                                                                                                                                                                                                                                     
|     |                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                          
|     | (b)                                                                                                                                                                                                                                              | if you commit any material breach
      of any material provision of this Agreement;                                                                                                                                                                                                     
|     |                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                          
|     | (c)                                                                                                                                                                                                                                              | if you neglect or refuse to carry
      out any material part of your duties (other than for a reason mentioned
      in Clause 11.2);                                                                                                                                                   
|     |                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                          
|     | (d)                                                                                                                                                                                                                                              | if you engage in any conduct which
      brings or is likely to bring the Company or any other Group Companies, in
      the reasonable opinion of the Board, into disrepute;                                                                                                            
|     |                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                          
|     | (e)                                                                                                                                                                                                                                              | if you become bankrupt or enter
      into a composition with your creditors or apply for a receiving order or
      have a receiving order made against you;                                                                                                                            
|     |                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                          
|     | (f)                                                                                                                                                                                                                                              | if you become prohibited by law
      from being a director; or                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                          
|     | (g)                                                                                                                                                                                                                                              | if you terminate your directorship
      of the Company without the consent of the Board.                                                                                                                                                                                                



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|     | Termination by the Company through
      illness                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|---- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|11.2 | The Company may terminate the Employment
      and any other employment within the Group, if you are prevented by illness
      (including mental illness) or injury from attending to your duties for more
      than 365 days in aggregate in any one period of 24 consecutive calendar
      months.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|     | Termination through loss of
      directorship                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|11.3 | If you are removed from the office
      of director of Reuters Group plc, or Reuters Group plc failsin general meeting to re-elect you as a director
      of the Reuters Group plc (if, under the Articles of Association or other
      constitutional documents for the time being of Reuters Group plc as the
      case may be, you are obliged to retire by rotation or otherwise), then the
      Company may elect that the Employment, and any other employment within the
      Group, shall terminate immediately without prejudice to the right of either
      party to this Agreement to treat any act or omission causing such removal
      from office as a breach of this Agreement.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|     | Termination on change of control                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|11.4 | Notwithstanding the provisions of
      Clause 11.5, you may terminate the Employment and any other employment within
      the Group, by giving the Company one months notice in writing, such
      notice to be given within three months after a Change of Control unless
      a third party acquiring control of more than 50% of the voting rights of
      the Company has agreed to adopt the Reuters Trust Principles and the rights
      and duties of the Reuters Trustees as set out in the Memorandum and Articles
      of Association of the Company and in the Memorandum and Articles of Association
      of Reuters Founders Share Company Limited and to use its best endeavours
      to procure that the Principles and such rights and duties are observed and
      upheld within the Company and any holding company of the Company. A Change
      of Control shall for the purpose of this Agreement occur where more than
      50% of the voting rights of the Company become controlled by any third party
      (including persons acting in concert but excluding Reuters Founders Share
      Company Limited) or the Company sells or otherwise disposes of all or substantially
      all of its assets with the approval of the Companys shareholders,
      other than for the purposes of a reconstruction or reorganisation in which
      (A) the ultimate ownership of the Company or substantially all its assets
      is unaffected or (B) a new holding company for the Company is created, where
      the new holding company has substantially the same shareholders and proportionate
      shareholdings as those of the Company immediately prior to the interposition
      of the new holding company.
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|     | Termination in other circumstances                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|11.5 | Subject to earlier termination in
      accordance with the provisions of this Clause, the Employment and any other
      employment within the Group, will continue until terminated:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|     | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|     | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            



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|     | The Company may, in its sole discretion,
      elect to terminate the Employment and any other employment within the Group,
      without giving you notice or the full period of notice required by (a) in
      which event you will be entitled to receive a payment calculated in accordance
      with Clause 11.6. 
|---- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                                                                                                                                                          
|     | Liquidated damages                                                                                                                                                                                                                                                                                                       
|     |                                                                                                                                                                                                                                                                                                                          
|11.6 | This Clause applies if:                                                                                                                                                                                                                                                                                                  
|     |                                                                                                                                                                                                                                                                                                                          
|     | (a)                                                                                                                                                                                                                                                                                                                      
|     |                                                                                                                                                                                                                                                                                                                          
|     | (b)                                                                                                                                                                                                                                                                                                                      
|     |                                                                                                                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                                                                                          
|     | (c)                                                                                                                                                                                                                                                                                                                      
|     |                                                                                                                                                                                                                                                                                                                          
|     | Where this Clause applies, the Company
      will (subject to the remainder of this Clause) pay to you by way of liquidated
      damages of:                                                                                                                                                                            
|     |                                                                                                                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                                                                                          
|     | In the event that the Company requires
      you to work only part of the notice period required by Clause 11.5(a), the
      liquidated damages payment under this Clause 11.6 will be reduced by an
      amount equal to the annual fee paid to you or on your behalf in respect
      of the period of notice worked.



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|     | The payment under this Clause 11.6
      shall be in full and final settlement of all and any claims or rights of
      action that you have or may have against the Company and against any other
      Group Company and against their respective officers and employees in connection
      with the Employment or its termination.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|---- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|     | The payment under this Clause 11.6
      shall be paid in advance in four equal quarterly instalments (in each case
      less any necessary withholdings) from the date of termination of your Employment.
      No further instalment will be payable after the date on which you commence
      alternative employment at a basic annual salary of or in excess of 50% of
      your basic annual salary at the date of termination. Payment will be conditional
      on you not bringing any claims before a court or tribunal relating to the
      Employment and any other employment within the Group, and/or its termination.                                                                                                                                                                                                                                                             
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|     | Return of documents                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|11.7 | On termination of the Employment
      and any other employment within the Group, for any reason or, at the request
      of the Company, when notice to terminate the Employment and any other employment
      within the Group, is given, you must immediately deliver to the Company
      (without keeping any copies):                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|     | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|     | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|     | in your possession or under your
      control.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|     | Resignation as a director                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|11.8 | On termination of the Employment
      for any reason, you must immediately, at the request of the Company resign
      your office as a director of the Company and of any other Group Company
      or Associated Company without compensation for loss of office but without
      prejudice to any rights which you may have to treat such request as a breach
      of this Agreement.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|     | Share schemes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|11.9 | It is acknowledged that you may,
      during the Employment, be granted rights upon the terms and subject to the
      conditions of the rules from time to time of the Reuters Group PLC Long
      Term Incentive Plan or any other profit sharing, share incentive, share
      option, bonus or phantom option scheme operated by the Company or any other
      Group Company with respect to shares in the Company or any other Group Company.
      If, on termination of the Employment and any other employment within the
      Group, whether lawfully or in breach of contract you lose any of the rights
      or benefits under such schemes (including rights or benefits which you would
      not have lost had the Employment and any other employment within the Group,
      not been terminated) you shall not be entitled, by way of compensation for
      loss of office or



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|     | otherwise howsoever, to any compensation
      for the loss of any rights under any such scheme.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|---- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|12.  | GARDEN LEAVE AND SUSPENSION                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|12.1 | The Company may at any time or from
      time to time suspend you from the performance of your duties and/or exclude
      you from any of the premises of the Company or of any other Group Company:                                                                                                                                                                                                                                                                                                                                                                                                               
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|     | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|     | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|12.2 | The Company is not required to give
      any reason for suspending or excluding you. Your fee will not cease to be
      payable by reason only of such suspension or exclusion.                                                                                                                                                                                                                                                                                                                                                                                                                                    
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|12.3 | During any period of suspension
      or exclusion, you will not contact or deal with customers, suppliers or
      employees of the Company or of any other Group Company or enter onto the
      premises of the Company or of any Group Company without the prior written
      consent of the Chief Executive of the Company.                                                                                                                                                                                                                                                                                    
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|12.4 | The provisions of Clause 8.2 shall
      remain in full force and effect during any period of suspension under this
      Clause 12. You will also continue to be bound by duties of good faith and
      fidelity to the Company during any period of suspension under this Clause
      12.                                                                                                                                                                                                                                                                                                                        
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|13.  | CONTINUING OBLIGATIONS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|     | Non-representation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|13.1 | You will not at any time after
        the termination of the Employment directly or indirectly represent yourself
        as being in any way connected with or interested in the business of the
        Group (except, if it is the case, as a shareholder of the Company, an
        employee of a Group Company or as a director of the Company).                                                                                                                                                                                                                                                               
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|     | Non-solicitation of employees                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|13.2 | You must not for a period of
        12 months after the termination of the Employment solicit, interfere
        with or attempt to entice away from the Company or any other Group Company
        or employ or engage any employee of the Company or of any other Group
        Company with whom you had business dealings or who reported to you or
        about whom you became informed, directly or indirectly, during the period
        of 12 months preceding the date of termination of the Employment and
        who is or was employed or engaged by the Company or by any other Group
      Company:
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|     | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  



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|     | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          | you know (or ought reasonably to know) could
      materially damage the interests of the Company or any other Group Company
      if he became employed in any business in competition with the business of
      the Company or of any other Group Company.
|---- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                              
|     | Non-solicitation of business                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                              
|13.3 | You must not for a period of
        12 months after the termination of the Employment solicit, interfere
        with or attempt to entice away from the Company or any other Group Company
        the business or custom of any firm, company or other person who, during
        the period of 12 months preceding the date of termination of the Employment,
        was a customer of the Company or of any other Group Company with whom
        you had business dealings or about whom you became informed or over whom
        you had influence in the course of the Employment during that period,
        with a view to providing goods or services which would compete with the
        business of the Company or of any other Group Company carried on at the
        date of termination of the Employment and with which you were materially
      involved during that period.                                                                                                                                                                                                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                              
|     | Non-dealing                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                              
|13.4 | You must not for a period of
        12 months after the termination of the Employment (except, if it is the
        case as an employee of a Group Compnay) deal with any person, firm or
        company who during the period of 12 months preceding the date of termination
        of the Employment was a customer or potential customer of the Company
        or of any other Group Company and (in the case of a customer) to whom
        you provided services on behalf of the Company or any other Group Company
        or (in the case of a potential customer) with whom you had business dealings
        with a view to obtaining business for the Company or any other Group
        Company and in each case with whom you had business dealings or about
        whom you became informed or over whom you had influence in the course
        of the Employment during that period, with a view to providing goods
        or services which would compete with the business of the Company or of
        any other Group Company carried on at the date of termination of the
      Employment and with which you were materially involved during that period.                                                                                                                       
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                              
|     | Non-competition                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                              
|13.5 | You must not, for a period of
        12 months after the termination of the Employment, be engaged in or concerned
        in any capacity in any business concern which is in competition with
        the business of the Company or of any other Group Company. A list of
        such business concerns as at the dateof this Agreement is set
        out in Part 1 of Schedule 2 to this Agreement. Unless you have the prior
        approval of the Chairman and the Chief Executive of the Company you may
        not, for a period of 12 months after the termination of the Employment,
        be engaged in or concerned in any capacity in any of the business concerns
        named in the lists set out in Parts 2 and 3 of Schedule 2 of this Agreement.
        The lists in Schedule 2 may be amended by the Board acting reasonably
        (provided that the number of business concerns included in Schedule 2
        at any one time shall not exceed 15) and each such amendment shall be
        notified to you from time to time. This Clause shall not restrain you
        from being engaged or concerned in any business concern in so far as
        your duties or work relate solely to services or activities of a kind
      with which you were not concerned to a



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|material extent during the period
      of six months preceding the date of termination of the Employment.
|----------------------------------------------------------------------------------------------------------
|                                                                                                          
|                                                                                                          
|                                                                                                          
|13.6                                                                                                      
|                                                                                                          
|                                                                                                          
|                                                                                                          
|13.7                                                                                                      
|                                                                                                          
|                                                                                                          
|                                                                                                          
|13.8                                                                                                      
|                                                                                                          
|14.                                                                                                       
|                                                                                                          
|14.1                                                                                                      
|                                                                                                          
|15.                                                                                                       
|                                                                                                          
|15.1                                                                                                      
|                                                                                                          
|16.                                                                                                       
|                                                                                                          
|16.1                                                                                                      
|                                                                                                          
|                                                                                                          
|                                                                                                          
|                                                                                                          
|                                                                                                          
|                                                                                                          



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|                                                                                                                                           | being left at or by being sent by
      recorded delivery first class post or by fax to its registered office for
      the time being. Any notice served by post shall be deemed to have been served
      on the second day (excluding Sundays and statutory holidays) next following
      the date of posting and in proving such service it shall be sufficient proof
      that the envelope containing the notice was, in your case, addressed to
      you at your usual or last known address and, in the case of the Company,
      addressed to it marked for the attention of the Company Secretary at its
      registered office for the time being, and in either case posted as a prepaid
      letter by recorded delivery. Any notice served by fax shall be deemed to
      have been served twelve hours after the time of despatch.
|------------------------------------------------------------------------------------------------------------------------------------------ | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|17.                                                                                                                                        | OTHER AGREEMENTS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|17.1                                                                                                                                       | You acknowledge and warrant that
      there are no Agreements or arrangements whether written, oral or implied
      between the Company or any other Group Company and you relating to your
      employment or the Employment other than those which are expressly set out
      in this Agreement and that you are not entering into this Agreement in reliance
      on any representation not expressly set out in this Agreement. For the purposes
      of this Clause 17.1, this acknowledgement and warranty will not apply to
      the terms of your Service Agreement with Reuters Group plc dated [•
      ] June 2003.                                                                                                                                                                                                                   
|                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|18.                                                                                                                                        | GOVERNING LAW                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|18.1                                                                                                                                       | This Agreement will be governed
      by and construed under English law without regard to its conflicts of laws
      provisions, and each of the parties hereby irrevocably agrees for the exclusive
      benefit of the Company that the Courts of England are to have jurisdiction
      to settle any disputes that may arise out of or in connection with this
      Agreement.                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|19.                                                                                                                                        | WITHHOLDING TAX                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|19.1                                                                                                                                       | All amounts payable to you under
      this Agreement shall be subject to applicable withholding of income, salary
      and such other withholdings that the Company determines are required to
      be withheld in accordance with applicable laws.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|AS WITNESSwhereof
      this Agreement has been signed by or on behalf of the parties to it on the
      day and year first above written.



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|SCHEDULE
      1    
|--------------------
|                    
|OTHER
      BENEFITS
|                    
|1.                  
|                    
|1.1                 
|                    
|2.                  
|                    
|2.1                 
|                    
|3.                  
|                    
|3.1                 
|                    
|3.2                 
|                    
|3.3                 
|                    
|3.4                 



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|4.   | SICKNESS AND OTHER INCAPACITY                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|---- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|4.1  | Subject to your compliance with
      the Companys policy on notification and certification of periods of
      absence from work, you shall be entitled at the discretion of the Company
      to up to 365 days' sick pay (including statutory sick pay) in any 24 month
      rolling period. Sick pay will be calculated at your normal rate of pay and
      benefits.                                                                                                                                     
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|5.   | PENSION SCHEMES                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|5.1  | You are entitled to continue to
      participate in the Reuters America Retirement Plan and to participate in
      the Supplemental Executive Retirement Plan subject to the rules of the governing
      documents from time to time in force.                                                                                                                                                                                                                                                                
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|6.   | LONG TERM INCENTIVE PLAN                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|6.1  | You are entitled to be a member
      of the Reuters Group PLC Long Term Incentive Plan or any plan operated by
      the Company in succession to that plan (as notified to you from time to
      time) for so long as the Plan or such plan may be operated by the Company,
      and the Company shall pay to you benefits under the Plan or such plan, subject
      to the conditions of the Company's policy on retention of LTIP awards on
      early retirement (as notified to you from time to time).
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|7.   | MEDICAL/
      DISABILITY INSURANCE                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|7.1  | You shall be entitled to membership
      of the Companys Medical, Dental and Eye Care plans, subject to the
      terms of the plans and of any related policies of insurance as in force
      from time to time.                                                                                                                                                                                                                                                                                             
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|7.2  | You shall be entitled to membership
      of the Companys disability insurance plans, subject to the terms of
      those plans and of any related policies of insurance as in force from time
      to time.                                                                                                                                                                                                                                                                                                   
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|8.   | LIFE ASSURANCE                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|8.1  | You are entitled to membership of
      the Companys Basic Life Assurance, Accidental Death and Dismemberment
      Insurance and Supplemental Life Assurance Plans, subject to the terms of
      the plans and of any related policy of insurance as in force from time to
      time.                                                                                                                                                                                                                        
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|9.   | COMPANY CAR                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|9.1  | The Company will provide you with
      a monthly car allowance subject to the Companys Policy on Executive
      Directors Cars which shall be payable in instalments with Base Salary
      pursuant to Clause 6.2.                                                                                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|10.  | DIRECTORS' INDEMNITY AND INSURANCE                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|10.1 | You shall have the benefits of:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  



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|     | (a)                                                                                                                                                                                                                                                          | the indemnity contained in regulation 155 of
      the Companys Articles of Association;                                                                                                                                                                                         
|---- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                   
|     | (b)                                                                                                                                                                                                                                                          | any similar indemnity in respect of liabilities
      incurred by Group Company directors in their capacity as such contained
      in the constitutional documents of any other Group Company for so long as
      you are a director or officer of such other Group Company; and
|     |                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                   
|     | (c)                                                                                                                                                                                                                                                          | (subject to their terms) any insurance policies
      which shall be maintained by the Company in respect of liabilities incurred
      by Group Company directors in their capacity as such.                                                                                     
|     |                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                   
|11.  | OTHER BENEFITS                                                                                                                                                                                                                                              
|     |                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                   
|11.1 | You shall have such other benefits
      as may be made available to you by the Company from time to time, including
      but not limited to the use of Reuters products, mobile telephone and other
      equipment and membership of professional bodies.
|     |                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                   



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|SCHEDULE
      2                                               
|---------------------------------------------------------------
|                                                               
|COMPETING
      BUSINESS CONCERNS                              
|                                                               
|AS
      AT THE DATE OF THIS AGREEMENT                         
|                                                               
|Part 1                                                         
|                                                               
|Competing Business
      Concerns                              
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|Part 2                                                         
|                                                               
|Companies with
      Divisions which compete with Reuters      
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|                                                               
|Part 3                                                         
|                                                               
|Companies with
      which Reuters has a strategic relationship
|                                                               
|                                                               



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|SIGNEDby                  | ) |                
|------------------------- | - | ---------------
|for and on behalf of      | ) | /s/ CHRIS HOGG 
|REUTERS AMERICA LLC       | )
|in the presence of:-      | ) |                
|                          |   |                
|                          |   |                
|                          |   |                
|                          |   |                
|SIGNEDas
          a DEED | ) |                
|andDELIVEREDby            | ) | /s/ DEVIN WENIG
|DEVIN WENIG               | )
|in the presence of :-     | ) |                



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