**Exhibit
  4.10.3**

---









3 MARCH 2004





REUTERS
        GROUP PLC





DEVIN
  WENIG





---

SERVICE
  AGREEMENT

---



---



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                                 | FEE                               | 2    | 
|7                                 | EXPENSES                          | 3    | 
|8                                 | OTHER
      INTERESTS             | 3    | 
|9                                 | INVENTIONS
      AND IMPROVEMENTS | 4    | 
|10                                | CONFIDENTIALITY                   | 5    | 
|11                                | TERMINATION                       | 6    | 
|12                                | GARDEN
      LEAVE AND SUSPENSION | 9    | 
|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                                |     
|                                  |                                   |     
|SCHEDULE
      2                  | 15                                |     
|                                  |                                   |     
|COMPETING
      BUSINESS CONCERNS | 15                                |     
|                                  |                                   |      | 
|AS AT THE DATE OF THIS AGREEMENT  | 15                                |     



---



Back to Contents



THIS
       AGREEMENT is
        made on 3 MARCH 2004

BETWEEN

|(1) | REUTERS
      GROUP PLCregistered
      in England with No. 3296375 whose registered office is at 85 Fleet Street,
      London, EC4P 4AJ (theCompany);
      and
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                  
|(2) | DEVIN
      NORSE WENIGof
      #4F 27 North Moore, New York, NY 10013 (you).                                                                                    
|    |                                                                                                                                                                  
|    | IT
            IS AGREEDas
    follows:                                                                                                                          
|    |                                                                                                                                                                  
|1.  | DEFINITIONS                                                                                                                                                      

|                                                                                                                                                                                                                                                                                                                                             
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|In
      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
      CompanyandGroup
      Companiesshall be construed accordingly; and
|                                                                                                                                                                                                                                                                                                                                             
|Remuneration
        Committeemeans the remuneration committee of the Board.                                                                                                                                                                                                                                                                 
|                                                                                                                                                                                                                                                                                                                                             
|2.                                                                                                                                                                                                                                                                                                                                           
|                                                                                                                                                                                                                                                                                                                                             
|2.1                                                                                                                                                                                                                                                                                                                                          
|                                                                                                                                                                                                                                                                                                                                             
|3.                                                                                                                                                                                                                                                                                                                                           
|                                                                                                                                                                                                                                                                                                                                             
|3.1                                                                                                                                                                                                                                                                                                                                          
|                                                                                                                                                                                                                                                                                                                                             
|3.2                                                                                                                                                                                                                                                                                                                                          
|                                                                                                                                                                                                                                                                                                                                             
|3.3                                                                                                                                                                                                                                                                                                                                          
|                                                                                                                                                                                                                                                                                                                                             
|                                                                                                                                                                                                                                                                                                                                             
|                                                                                                                                                                                                                                                                                                                                             



---



Back to Contents

|    | (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.                                                                                                                                                                                                                                                                                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|3.4 | You
      are entitled to take independent professional advice, at the expense of
      the Company, where such advice is reasonably required for the furtherance
      of your duties as a director of the Company and provided that before taking
      such advice you obtain the written consent of one other director and send
      a copy of such consent to the Company Secretary and that the Companys
      expenditure on such advice does not exceed £50,000 per annum.

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 may be required, in the performance of your duties, to travel
      both domestically and internationally
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                        
|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.  | FEE                                                                                                                                                                                                                    
|    |                                                                                                                                                                                                                        
|6.1 | You
      will be paid a fee at such rate as is set out in an annual letter to you
      from the Company.                                                                                                             
|    |                                                                                                                                                                                                                        
|6.2 | Your fee will accrue from day to day and be payable in monthly instalments on
      or around the 15thof each month.                                                                                                   
|    |                                                                                                                                                                                                                        

Page
  2

---



Back to Contents

|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 deducted from your salary). Nothing in this Clause 6.3 shall
      affect your entitlement to receive a salary and employee related benefits
      in respect of your employment with Reuters America Inc as President of Customer
      Segments or in any position to which you are subsequently appointed.                                                                                                                                                                                                                                                                                                                                                                
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|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).
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|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)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     

Page
  3

---



Back to Contents

|       | (c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | by virtue
      of your being interested in securities not representing more than one per
      cent. of a company's issued securities of any class which are either (i)
      listed on a recognised stock exchange or dealt on an unlisted securities
      market or an alternative investment market or authorised for quotation in
      a recognised inter-dealer quotation system or (ii) of a private company
      whose shares the Chief Executive of the Company has authorised you to hold;
      or
|------ | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|       | (d)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | with
      the prior written consent of the Board.                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|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)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | to
      consider in what manner and by what new methods or devices the products,
      services, processes, equipment or systems of the Company and other Group
      Companies with which you are concerned or for which you are responsible
      might be improved; and                                                                                                                                                                                                                                     
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|       | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | promptly
      to give to the Company Secretary of the Company full details of any invention
      or improvement which you may from time to time make or discover in the course
      of your duties.                                                                                                                                                                                                                                                                                                          
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|       | 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 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                                                                                                                                                                            
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 

Page
  4

---



Back to Contents

|     | 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)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|     | (e)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|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.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    

Page
  5

---



Back to Contents

|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)                                                                                                                                                                                                                                 

|     |                                                                                                                                                                                                                                                                                                                                                        |                                                                                                                                                                                     |                                                                                                                                                                                                    
|---- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                                                                                                                                                                                        | (i)                                                                                                                                                                                 | serious
      misconduct;                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                                                                                                                        |                                                                                                                                                                                     |                                                                                                                                                                                                    
|     |                                                                                                                                                                                                                                                                                                                                                        | (ii)                                                                                                                                                                                | persistent
      misconduct continuing after demand for cessation of such misconduct is delivered
      in writing by the Board or by the Company Secretary on instruction from
      the Board; or
|     |                                                                                                                                                                                                                                                                                                                                                        |                                                                                                                                                                                     |                                                                                                                                                                                                    
|     | (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.                                                                                    
|     |                                                                                                                                                                                                                                                                                                                                                        |                                                                                                                                                                                     |                                                                                                                                                                                                    
|     | 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 the Company, or the Company
      failsin
      general meeting to re-elect you as a director of the Company (if,                                                                                                                                                                             
|     |                                                                                                                                                                                                                                                                                                                                                        |                                                                                                                                                                                     |                                                                                                                                                                                                    

Page
  6

---



Back to Contents

|     | under
      the Articles of Association or other constitutional documents for the time
      being of the Company 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)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|     | 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:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               

Page
  7

---



Back to Contents

| | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | the
      Employment and any other employment within the Group, is terminated by the
      Company otherwise than a termination (i) in accordance with Clause 11.1
      or (ii) where removal from office takes place in circumstances justifying
      summary termination under Clause 11.1, in accordance with Clause 11.3 or
      (iii) in accordance with Clause 11.5 unless the final sentence of Clause
      11.5 applies in which case this Clause will apply;
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | you
      are constructively dismissed which for these purposes shall include (without
      limitation):                                                                                                                                                                                                                                                                                                                                                                
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | (i)                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | (ii)                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | (c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | you
      terminate the Employment and any other employment within the Group, under
      Clause 11.4.                                                                                                                                                                                                                                                                                                                                                                   
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | Where
      this Clause applies, the Company will (subject to the remainder of this
      Clause) pay to you by way of liquidated damages of your annual fee immediately
      prior to the date of termination of the Employment;                                                                                                                                                                                                                                                                                                                                                                                                           
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | 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.                                                                                                                                                                                                                                                                                                                    
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | 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                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                          

Page
  8

---



Back to Contents

|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 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)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       

Page
  9

---



Back to Contents

|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 Compnay 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)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|     | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|     | 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
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             

Page
  10

---



Back to Contents

|     | 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 material extent during the period of six
      months preceding the date of termination of the Employment.
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|     | Extension
      to other persons                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|13.6 | The
      obligations imposed on you by this Clause 13 extend to you acting not only
      on your own account but also on behalf of any other firm, company or other
      person and shall apply whether you act directly or indirectly.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|     | Acknowledgement
      of reasonableness                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|13.7 | The
      restrictions contained in this Clause 13 are considered by you and the Company
      to be reasonable in all the circumstances. Each part of this Clause constitutes
      an entirely separate and independent restriction and the duration, extent                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          

Page
  11

---



Back to Contents

|     | and
      application of each of the restrictions are not greater than is necessary
      for the protection of the commercial interests of the Group and their stable
      trained workforce.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|---- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|     | No
      disparaging statements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|13.8 | Each
      party agrees during, and after termination of, the Employment not to make,
      publish or cause to be made, published or issued or otherwise communicate
      to any third party any disparaging or derogatory statements to any third
      party concerning you or the Company or any Group Company or any of its or
      their current executives, officers, employees, agents or consultants, provided
      that nothing in this Agreement will prevent you or the Company from disclosing
      information as required by law or in order to take professional advice or
      as ordered by a court of competent jurisdiction.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|14.  | WAIVER                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|14.1 | Any
      delay or forbearance by the Company in exercising any right of determination
      of this Agreement shall not constitute a waiver of it.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|15.  | AMENDMENTS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|15.1 | No
        amendment or waiver of any of the provisions of this Agreement shall be
        effective unless made in writing and signed by you and a director or the
    Company Secretary of the Company.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|16.  | NOTICES                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|16.1 | Any
        notice required to be served under this Agreement may be given either
    personally, by fax or by registered post:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|     | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|     | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|     | Any
        notice to be given under this Agreement to you may be served by being
        handed to you personally or by being sent by recorded delivery first class
        post or by fax to you at your usual or last known address; and any notice
        to be given to the Company may be served by being marked for the attention
        of the Company Secretary and by 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.
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               

Page
  12

---



Back to Contents

|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 America Inc 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.                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   

Page
  13

---



Back to Contents



SCHEDULE
  1

OTHER
  BENEFITS

None



Page
  14

---



Back to Contents

SCHEDULE
  2

COMPETING
  BUSINESS CONCERNS

AS
  AT THE DATE OF THIS AGREEMENT

Part 1

Competing
  Business Concerns

Bloomberg
  L.P.

Pearson
  PLC

Quick
  Corporation of Japan

Telekurs
  A.G.

SunGard

The
  Electronic Broking Service

Moneyline
  Telerate



Part
  2

Companies
  with Divisions which compete with Reuters

The
  Thomson Corporation

The McGraw Hill Companies

The Dun & Bradstreet Corporation

Reed
  Elsevier P.L.C./Elsevier N.V.

AOL Time Warner



Part
  3

Companies
  with which Reuters has a strategic relationship

Yahoo!
  Inc.



Page
  15

---



Back to Contents

|SIGNEDby                      | ) |                
|----------------------------- | - | ---------------
|for and
        on behalf of  | ) | /s/ CHRIS HOGG 
|REUTERS
          GROUP PLC   | )
|in the
        presence of:-  | ) |                
|                              |   |                
|                              |   |                
|                              |   |                
|                              |   |                
|SIGNEDas
          aDEED      | ) |                
|andDELIVEREDby                | ) | /s/ DEVIN WENIG
|DEVIN
          WENIG         | )
|in the
        presence of :- | ) |                

Page
  16

---